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HomeMy WebLinkAboutElizabeth Field Airport Pavement Study RESOLUTION 2018-270 ADOPTED DOC ID: 13938 THIS IS TO CERTIFY THAT THE FOLLOWING RESOLUTION NO. 2018-270 WAS ADOPTED AT THE REGULAR MEETING OF THE SOUTHOLD TOWN BOARD ON MARCH 14,2018: RESOLVED, the Town Board of the Town of Southold hereby authorizes Supervisor Scott A. Russell to execute any documents in relation to the acceptance of a grant offer from the New York State Department of Transportation(NYSDOT) for work at the Elizabeth Field Airport described as, Prepare Airport Pavement Study, PIN 0913.20,with the understanding that the Fishers Island Ferry District has committed funds for the local match of$3,625.00, subject to the approval of the Town Attorney. Elizabeth A.Neville Southold Town Clerk RESULT: ADOPTED [UNANIMOUS] MOVER: Robert Ghosio, Councilman SECONDER:Louisa P. Evans, Justice AYES: Dinizio Jr, Ruland, Doherty, Ghosio, Evans,Russell NYS PIN 0913.20 State Environmental Quality Review In accordance with the rules, regulations,and procedures adopted by Town of Southold (or 6NYCRR Part 617 where the Municipal Corporation has not adopted such rules, regulations, and procedures) pursuant to the intent of the State Environmental Quality Review Act, the project described below is classified as a: CHECK ONE ❑Type I Action- with possible significant effect (NEPA or SEQR DEIS, FEIS, and SEQR Record of Decision have been prepared). F1 Type I Action- with no significant effect (Environmental Assessment Form or Environmental Assessment and Negative Declaration have been prepared and filed). ❑Unlisted Action- with possible significant effect (NEPA or SEQR DEIS, FEIS, and SEQR Record of Decision have been prepared). El Unlisted Action- with no significant effect (Environmental Assessment Form or Environmental Assessment and Negative Declaration have been prepared and filed). EKType II Action ❑Ministerial Act ❑Exempt Act PROJECT DESCRIPTION Prepare an Airport Pavement Study Authorized Signature Su1pe Title �/ G 7/J/�0 Date 4 STATE OF NEW YORK MASTER CONTRACT FOR GRANTS FACE PAGE STATE AGENCY(Name&Address) BUSINESS UNIT/DEPT ID. DOT01 Department of Transportation CONTRACT NUMBER: DOTO1-T37302GG-3900283 50 Wolf Rd CONTRACT TYPE. Albany,NY 12232 Q Multi-Year Agreement QSimplified Renewal Agreement XD Fixed Term Agreement CONTRACTOR SFS PAYEE NAME TRANSACTION TYPE: SOUTHOLD TOWN OFXD New QRenewal 0 Amendment CONTRACTOR DOS INCORPORATED NAME PROJECT NAME Town of Southold Elizabeth Field Airport Prepare an Airport Pavement Study CONTRACTOR IDENTIFICATION NUMBERS AGENCY IDENTIFIER- NYS Vendor ID Number. 1000000876 Federal Tax ID Number- 116001939 CFDA NUMBER(Federally Funded Grants Only) DUNS Number(if applicable)- 197736387 CONTRACTOR PRIMARY MAILING ADDRESS CONTRACTOR STATUS 53095 RTE 25 PO BOX 1179 SOUTHOLD,NY 11971 ❑ For Profit EX Municipality,Code 470379000000 F] Tribal Nation CONTRACTOR PAYMENT ADDRESS ❑ Individual ❑X Check if same as primary mailing address ❑ Not-for-Profit Charities Registration Number CONTRACT MAILING ADDRESS ❑X Check if same as primary mailing address Exemption State/Code 0 Sectarian Entity Contract Number.# DOTO1-T37302GG-3900283 Page 1 of 3 Master Grant Contract,Face Page STATE OF NEW YORK MASTER CONTRACT FOR GRANTS FACE PAGE CURRENT CONTRACT TERM: CONTRACT FUNDING AMOUNT (Multi-year-enter total projected amount of the contract; From: 07/21/2017 To: 07/21/2027 Fixed Term/Simplified Renewal-enter current period amount): CURRENT CONTRACT PERIOD: CURRENT: $3,625.00 From: 07/21/2017 To: 07/21/2027 AMENDED TERM: AMENDED: From: To: FUNDING SOURCE(S) AMENDED PERIOD: ® State ❑ Federal From: To: ❑ Other FOR MULTI-YEAR AGREEMENTS ONLY-CONTRACT AND FUNDING AMOUNT. (Out years represents projected funding amounts) # CURRENT PERIOD CURRENT AMOUNT AMENDED PERIOD AMENDED AMOUNT 1 2 3 4 5 Contract Number:# DOTO1-T37302GG-3900283 2of3 Master Grant Contract,Face Page STATE OF NEW YORK MASTER CONTRACT FOR GRANTS FACE PAGE ATTACHMENTS PART OF THIS AGREEMENT: Attachment A: ® A-1 Program Specific Terms and Conditions ® A-2 Federally Funded Grants Attachment B: ❑ B-1 Expenditure Based Budget ❑ B-2 Performance Based Budget ® B-3 Capital Budget ❑ B-4 Net Deficit Budget ❑ B-1 (A)Expenditure Based Budget(Amendment) ❑ B-2(A)Performance Based Budget(Amendment) ❑ B-3(A)Capital Budget(Amendment) ❑ B-4(A)Net Deficit Budget(Amendment) Attachment C:Work Plan Attachment D:Payment and Reporting Schedule Other: Contract Number:# DOTO1-T37302GG-3900283 3 of 3 Master Grant Contract,Face Page IN WITNESS THEREOF,the parties hereto have electronically executed or approved this Master Contract on the dates below their signature. In addition,I,acting in the capacity as Contractor,certify that I am the In addition,the party below certifies that it has verified the electronic signing authority,or have been delegated or designated formal ly as,the signature of the Contractor to this Master Contract, signing authority by the appropriate authority or officials,and as such I do agree,and I have the authority to agree,to all ofthe terms and STATE AGENCY: conditions set forth in the Master Contract,including all appendices and attachments_I understand that(i)payment of a claim on this Master Department of Transportation Contract is conditioned upon the Contractor's compliance with all applicable conditions ofparticipation in this program and(if I am acting in the capacity as a not-for profit Contractor)the accuracy and completeness of information submitted to the State of Ncw York through the Gateway vendor prequalification process and(it)by electronically By- indicatmg my acceptance of the terns and conditions of the Master Contract,I certify that(a)to the extent that the Contractor is required to register and/or file reports with the Office of Attorney General'sJodi t. g Charities Bureau("Charities Bureau"),the Conti actor's registration is Assistant DPI�W me current,all applicable reports have been tiled,and the Contractor has no Contract Management Bureau outstanding requests from the Charities Bureau relating to its filings and (b)all data and responses in the application submitted by the Contractor Title: are true,complete and accurate,i also understand that use of my assigned User ID and Password on the State's contract management system is 466 equivalent to having placed my signature on the Master Contract and Date: 5 that I am responsible for any activity attributable to the use of my User ID and Password.Additionally,any information entered will be considered to have been entered and provided at my direction,I further certify and agree that the Contractor agrees to waive any claim that this electronic record or signature is inadmissible in court,notwithstanding the choice of law provisions. CONTRACTOR: S_OUTHOLD TOWN OF By: C' c,.IL Printed Name Title: Jt S ick, Dater IV ATTORNEY GENERAL'S SIGNATURE STATE COMPTROLLER'S SIGNATURE APPROVED AS TO FORM By: By: Printed Name Printed Name Title: Title: Date: Date: Contract Number:# DOTO1-T37302GG-3900283 Page I of 1,Mastei Contract for Grants Signature Page 1 ' } STATE OF NEW YORK MASTER CONTRACT FOR GRANTS This State of New York Master Contract for Grants (Master Contract) is hereby made by and between the State of New York acting by and through the applicable State Agency(State) and the public or private entity (Contractor)identified on the face page hereof(Face Page). WITNESSETH: WHEREAS, the State has the authority to regulate and provide funding for the establishment and operation of program services, design or the execution and performance of construction projects, as applicable and desires to contract with skilled parties possessing the necessary resources to provide such services or work, as applicable; and WHEREAS, the Contractor is ready, willing and able to provide such program services or the execution and performance of construction projects and possesses or can make available all necessary qualified personnel, licenses, facilities and expertise to perform or have performed the services or work, as applicable, required pursuant to the terms of the Master Contract; NOW THEREFORE, in consideration of the promises,responsibilities, and covenants herein, the State and the Contractor agree as follows: STANDARD TERMS AND CONDITIONS I. GENERAL PROVISIONS A. Executory Clause: In accordance with Section 41 of the State Finance Law,the State shall have no liability under the Master Contract to the Contractor, or to anyone else, beyond funds appropriated and available for the Master Contract. B. Required Approvals: In accordance with Section 112 of the State Finance Law (or, if the Master Contract is with the State University of New York (SUNY) or City University of New York (CUNY), Section 355 or Section 6218 of the Education Law), if the Master Contract exceeds $50,000 (or $85,000 for contracts let by the Office of General Services, or the minimum thresholds agreed to by the Office of the State Comptroller (OSC) for certain SUNY and CUNY contracts), or if this is an amendment for any amount to a contract which, as so amended, exceeds said statutory amount including, but not limited to, changes in amount, consideration, scope or contract term identified on the Face Page (Contract Term), it shall not be valid, effective or binding upon the State until it has been approved by, and filed with, the New York Attorney General Contract Approval Unit(AG) and OSC. If,by the Master Contract, the State agrees to give something other than money when the value or reasonably estimated value of such consideration exceeds $10,000, it shall not be valid, effective or binding upon the State until it has been approved by, and filed with, the AG and OSC. Budget Changes: An amendment that would result in a transfer of funds among program activities or budget cost categories that does not affect the amount, consideration, scope or other terms of such contract may be subject to the approval of the AG and OSC where the amount of such modification is, as a portion of the total value of the contract, equal to or greater than ten percent for contracts of less than five million dollars, or five percent for contracts of more than Contract Number:# DOTO1-T37302GG-3900283 Page 1 of 25,Master Contract for Grants-Standard Terms and Conditions(August 2014) five million dollars; and, in addition, such amendment may be subject to prior approval by the applicable State Agency as detailed in Attachment D (Payment and Reporting Schedule). C. Order of Precedence: In the event of a conflict among (i) the terms of the Master Contract (including any and all attachments and amendments) or (ii) between the terms of the Master Contract and the original request for proposal, the program application or other attachment that was completed and executed by the Contractor in connection with the Master Contract, the order of precedence is as follows: 1. Standard Terms and Conditions 2. Modifications to the Face Page 3. Modifications to Attachment A-21,Attachment B, Attachment C and Attachment D 4. The Face Page 5. Attachment A-22,Attachment B, Attachment C and Attachment D 6. Modification to Attachment A-1 7. Attachment A-1 8. Other attachments, including, but not limited to, the request for proposal or program application D. Funding: Funding for the term of the Master Contract shall not exceed the amount specified as "Contract Funding Amount" on the Face Page or as subsequently revised to reflect an approved renewal or cost amendment. Funding for the initial and subsequent periods of the Master Contract shall not exceed the applicable amounts specified in the applicable Attachment B form (Budget). E. Contract Performance: The Contractor shall perform all services or work, as applicable, and comply with all provisions of the Master Contract to the satisfaction of the State. The Contractor shall provide services or work, as applicable, and meet the program objectives summarized in Attachment C (Work Plan) in accordance with the provisions of the Master Contract, relevant laws, rules and regulations, administrative, program and fiscal guidelines, and where applicable, operating certificate for facilities or licenses for an activity or program. F. Modifications: To modify the Attachments or Face Page, the parties mutually agree to record, in writing, the terms of such modification and to revise or complete the Face Page and all the appropriate attachments in conjunction therewith. In addition, to the extent that such modification meets the criteria set forth in Section I.B herein, it shall be subject to the approval of the AG and I To the extent that the modifications to Attachment A-2 are required by Federal requirements and conflict with other provisions of the Master Contract,the modifications to Attachment A-2 shall supersede all other provisions of this Master Contract. See Section I(V). 2 To the extent that the terms of Attachment A-2 are required by Federal requirements and conflict with other provisions of the Master Contract,the Federal requirements of Attachment A-2 shall supersede all other provisions of this Master Contract. See Section I(V). Contract Number:# DOTO1-T37302GG-3900283 Page 2 of 25,Master Contract for Grants-Standard Terms and Conditions(August 2014) OSC before it shall become valid, effective and binding upon the State. Modifications that are not subject to the AG and OSC approval shall be processed in accordance with the guidelines stated in the Master Contract. G. Governing Law: The Master Contract shall be governed by the laws of the State of New York except where the Federal Supremacy Clause requires otherwise. H. Severability: Any provision of the Master Contract that is held to be invalid, illegal or unenforceable in any respect by a court of competent jurisdiction, shall be ineffective only to the extent of such invalidity, illegality or unenforceability, without affecting in any way the remaining provisions hereof; provided, however, that the parties to the Master Contract shall attempt in good faith to reform the Master Contract in a manner consistent with the intent of any such ineffective provision for the purpose of carrying out such intent. If any provision is held void, invalid or unenforceable with respect to particular circumstances, it shall nevertheless remain in full force and effect in all other circumstances. I. Interpretation: The headings in the Master Contract are inserted for convenience and reference only and do not modify or restrict any of the provisions herein. All personal pronouns used herein shall be considered to be gender neutral. The Master Contract has been made under the laws of the State of New York, and the venue for resolving any disputes hereunder shall be in a court of competent jurisdiction of the State of New York. J. Notice: 1. All notices, except for notices of termination, shall be in writing and shall be transmitted either: a) by certified or registered United States mail,return receipt requested; b) by facsimile transmission; c) by personal delivery; d) by expedited delivery service; or e) by e-mail. 2. Notices to the State shall be addressed to the Program Office designated in Attachment A-1 (Program Specific Terms and Conditions). 3. Notices to the Contractor shall be addressed to the Contractor's designee as designated in Attachment A-1 (Program Specific Terms and Conditions). 4. Any such notice shall be deemed to have been given either at the time of personal delivery or, in the case of expedited delivery service or certified or registered United States mail, as of the date of first attempted delivery at the address and in the manner provided herein, or in the case of facsimile transmission or e-mail, upon receipt. 5. The parties may, from time to time, specify any new or different e-mail address, facsimile number or address in the United States as their address for purpose of receiving notice under the Contract Number:# DOTO1-T37302GG-3900283 Page 3 of 25,Master Contract for Grants-Standard Terms and Conditions(August 2014) Master Contract by giving fifteen (15) calendar days prior written notice to the other party sent in accordance herewith. The parties agree to mutually designate individuals as their respective representatives for the purposes of receiving notices under the Master Contract. Additional individuals may be designated in writing by the parties for purposes of implementation, administration,billing and resolving issues and/or disputes. K. Service of Process: In addition to the methods of service allowed by the State Civil Practice Law & Rules (CPLR), Contractor hereby consents to service of process upon it by registered or certified mail, return receipt requested. Service hereunder shall be complete upon Contractor's actual receipt of process or upon the State's receipt of the return thereof by the United States Postal Service as refused or undeliverable. Contractor must promptly notify the State, in writing, of each and every change of address to which service of process can be made. Service by the State to the last known address shall be sufficient. The Contractor shall have thirty (30) calendar days after service hereunder is complete in which to respond. L. Set-Off Rights: The State shall have all of its common law, equitable, 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 the Master Contract up to any amounts due and owing to the State with regard to the Master Contract, any other contract with any State department or agency, including any contract for a term commencing prior to the term of the Master Contract, plus any amounts due and owing to the State for any other reason including, without limitation, tax delinquencies, fee delinquencies, or monetary penalties relative thereto. The State shall exercise its set-off rights in accordance with normal State practices including, in cases of set- off pursuant to an audit, the finalization of such audit by the State Agency, its representatives, or OSC. M. Indemnification: The Contractor shall be solely responsible and answerable in damages for any and all accidents and/or injuries to persons (including death) or property arising out of or related to the services to be rendered by the Contractor or its subcontractors pursuant to this Master Contract. The Contractor shall indemnify and hold harmless the State and its officers and employees from claims, suits, actions, damages and cost of every nature arising out of the provision of services pursuant to the Master Contract. N. Non-Assignment Clause: In accordance with Section 138 of the State Finance Law, the Master Contract may not be assigned by the Contractor or its right, title or interest therein assigned, transferred, conveyed, sublet, or otherwise disposed of without the State's previous written consent, and attempts to do so shall be considered to be null and void. Notwithstanding the foregoing, such prior written consent of an assignment of a contract, let pursuant to Article XI of the State Finance Law, may be waived at the discretion of the State Agency and with the concurrence of OSC, where the original contract was subject to OSC's approval, where the assignment is due to a reorganization, merger, or consolidation of the Contractor's business entity or enterprise. The State retains its right to approve an assignment and to require that the merged contractor demonstrate its responsibility to do business with the State. The Contractor may, however, assign its right to receive payments without the State's prior written consent unless the Master Contract concerns Certificates of Participation pursuant to Article 5-A of the State Finance Law. O. Legal Action: No litigation or regulatory action shall be brought against the State of New York, the State Agency, or against any county or other local government entity with funds provided under the Master Contract. The term "litigation" shall include commencing or threatening to commence a lawsuit,joining or threatening to join as a party to ongoing litigation, or requesting any relief from Contract Number:# DOTO1-T37302GG-3900283 Page 4 of 25,Master Contract for Grants-Standard Terms and Conditions(August 2014) any of the State of New York, the State Agency, or any county, or other local government entity. The term "regulatory action" shall include commencing or threatening to commence a regulatory proceeding, or requesting any regulatory relief from any of the State of New York, the State Agency, or any county, or other local government entity. P. No Arbitration: Disputes involving the Master Contract, including the breach or alleged breach thereof, may not be submitted to binding arbitration (except where statutorily authorized), but must, instead,be heard in a court of competent jurisdiction of the State of New York. Q. Secular Purpose: Services performed pursuant to the Master Contract are secular in nature and shall be performed in a manner that does not discriminate on the basis of religious belief, or promote or discourage adherence to religion in general or particular religious beliefs. R. Partisan Political Activity and Lobbying: Funds provided pursuant to the Master Contract shall not be used for any partisan political activity, or for activities that attempt to influence legislation or election or defeat of any candidate for public office. S. Reciprocity and Sanctions Provisions: The Contractor is hereby notified that if its principal place of business is located in a country, nation, province, state, or political subdivision that penalizes New York State vendors, and if the goods or services it offers shall be substantially produced or performed outside New York State, the Omnibus Procurement Act 1994 and 2000 amendments (Chapter 684 and Chapter 383, respectively) require that it be denied contracts which it would otherwise obtain.3 T. Reporting Fraud and Abuse: Contractor acknowledges that it has reviewed information on how to prevent, detect, and report fraud, waste and abuse of public funds, including information about the Federal False Claims Act, the New York State False Claims Act, and whistleblower protections. U. Non-Collusive Bidding: By submission of this bid, the Contractor and each person signing on behalf of the Contractor certifies, and in the case of a joint bid each party thereto certifies as to its own organization,under penalty of perjury, that to the best of his or her knowledge and belief that its bid was arrived at independently and without collusion aimed at restricting competition. The Contractor further affirms that, at the time the Contractor submitted its bid, an authorized and responsible person executed and delivered to the State a non-collusive binding certification on the Contractor's behalf. V. Federally Funded Grants and Requirements Mandated by Federal Laws: All of the Specific Federal requirements that are applicable to the Master Contract are identified in Attachment A-2 (Federally Funded Grants and Requirements Mandated by Federal Laws) hereto. To the extent that the Master Contract is funded in whole or part with Federal funds or mandated by Federal laws, (i) the provisions of the Master Contract that conflict with Federal rules, Federal regulations, or Federal program specific requirements shall not apply and (ii) the Contractor agrees to comply with all applicable Federal rules, regulations and program specific requirements including, but not limited to, those provisions that are set forth in Attachment A-2 (Federally Funded Grants and Requirements Mandated by Federal Laws)hereto. 3A of October 9, 2012, the list of discriminatory jurisdictions subject to this provision includes the states of Alaska, Hawaii, Louisiana, South Carolina,West Virginia and Wyoming. Contact NYS Department of Economic Development for the most current list of jurisdictions subject to this provision. Contract Number:# DOTO1-T37302GG-3900283 Page 5 of 25,Master Contract for Grants-Standard Terms and Conditions(August 2014) II. TERM,TERMINATION AND SUSPENSION A. Term: The term of the Master Contract shall be as specified on the Face Page, unless terminated sooner as provided herein. B. Renewal: 1. General Renewal: The Master Contract may consist of successive periods on the same terms and conditions, as specified within the Master Contract (a "Simplified Renewal Contract"). Each additional or superseding period shall be on the forms specified by the State and shall be incorporated in the Master Contract. 2. Renewal Notice to Not-for-Profit Contractors: a) Pursuant to State Finance Law §179-t, if the Master Contract is with a not-for-profit Contractor and provides for a renewal option, the State shall notify the Contractor of the State's intent to renew or not to renew the Master Contract no later than ninety (90) calendar days prior to the end of the term of the Master Contract, unless funding for the renewal is contingent upon enactment of an appropriation. If funding for the renewal is contingent upon enactment of an appropriation, the State shall notify the Contractor of the State's intent to renew or not to renew the Master Contract the later of: (1) ninety (90) calendar days prior to the end of the term of the Master Contract, and (2) thirty (30) calendar days after the necessary appropriation becomes law. Notwithstanding the foregoing, in the event that the State is unable to comply with the time frames set forth in this paragraph due to unusual circumstances beyond the control of the State ("Unusual Circumstances"), no payment of interest shall be due to the not-for-profit Contractor. For purposes of State Finance Law §179-t, "Unusual Circumstances" shall not mean the failure by the State to (i) plan for implementation of a program, (ii) assign sufficient staff resources to implement a program, (iii) establish a schedule for the implementation of a program or (iv) anticipate any other reasonably foreseeable circumstance. b) Notification to the not-for-profit Contractor of the State's intent to not renew the Master Contract must be in writing in the form of a letter, with the reason(s) for the non-renewal included. If the State does not provide notice to the not-for-profit Contractor of its intent not to renew the Master Contract as required in this Section and State Finance Law §179-t, the Master Contract shall be deemed continued until the date the State provides the necessary notice to the Contractor, in accordance with State Finance Law §179-t. Expenses incurred by the not-for-profit Contractor during such extension shall be reimbursable under the terms of the Master Contract. Contract Number:# DOT01-T37302GG-3900283 Page 6 of 25,Master Contract for Grants-Standard Terms and Conditions(August 2014) C. Termination: 1. Grounds: a) Mutual Consent: The Master Contract maybe terminated at anytime upon mutual written consent of the State and the Contractor. b) Cause: The State may terminate the Master Contract immediately, upon written notice of termination to the Contractor, if the Contractor fails to comply with any of the terms and conditions of the Master Contract and/or with any laws, rules, regulations, policies, or procedures that are applicable to the Master Contract. c) Non-Responsibility: In accordance with the provisions of Sections IV(N)(6) and (7) herein, the State may make a final determination that the Contractor is non-responsible (Determination of Non-Responsibility). In such event, the State may terminate the Master Contract at the Contractor's expense, complete the contractual requirements in any manner the State deems advisable and pursue available legal or equitable remedies for breach. d) Convenience: The State may terminate the Master Contract in its sole discretion upon thirty(30) calendar days prior written notice. e) Lack of Funds: If for any reason the State or the Federal government terminates or reduces its appropriation to the applicable State Agency entering into the Master Contract or fails to pay the full amount of the allocation for the operation of one or more programs funded-under this Master Contract, the Master Contract may be terminated or reduced at the State Agency's discretion, provided that no such reduction or termination shall apply to allowable costs already incurred by the Contractor where funds are available to the State Agency for payment of such costs. Upon termination or reduction of the Master Contract, all remaining funds paid to the Contractor that are not subject to allowable costs already incurred by the Contractor shall be returned to the State Agency. In any event, no liability shall be incurred by the State (including the State Agency) beyond monies available for the purposes of the Master Contract. The Contractor acknowledges that any funds due to the State Agency or the State of New York because of disallowed expenditures after audit shall be the Contractor's responsibility. f) Force Majeure: The State may terminate or suspend its performance under the Master Contract immediately upon the occurrence of a"force majeure." For purposes of the Master Contract, "Force majeure" shall include, but not be limited to, natural disasters, war, rebellion, insurrection, riot, strikes, lockout and any unforeseen circumstances and acts beyond the control of the State which render the performance of its obligations impossible. 2. Notice of Termination: a) Service of notice: Written notice of termination shall be sent by: (i) personal messenger service; or (ii) certified mail, return receipt requested and first class mail. Contract Number:# DOTO1-T37302GG-3900283 Page 7 of 25,Master Contract for Grants-Standard Terms and Conditions(August 2014) b) Effective date of termination: The effective date of the termination shall be the later of(i) the date indicated in the notice and (ii) the date the notice is received by the Contractor, and shall be established as follows: (i) if the notice is delivered by hand, the date of receipt shall be established by the receipt given to the Contractor or by affidavit of the individual making such hand delivery attesting to the date of delivery; or (ii) if the notice is delivered by registered or certified mail, by the receipt returned from the United States Postal Service, or if no receipt is returned, five (5) business days from the date of mailing of the first class letter, postage prepaid, in a depository under the care and control of the United States Postal Service. 3. Effect of Notice and Termination on-State's Payment Obligations: a) Upon receipt of notice of termination, the Contractor agrees to cancel, prior to the effective date of any prospective termination, as many outstanding obligations as possible, and agrees not to incur any new obligations after receipt of the notice without approval by the State. b) The State shall be responsible for payment on claims for services or work provided and costs incurred pursuant to the terms of the Master Contract. In no event shall the State be liable for expenses and obligations arising from the requirements of the Master Contract after its termination date. 4. Effect of Termination Based on Misuse or Conversion of State or Federal Property: Where the Master Contract is terminated for cause based on Contractor's failure to use some or all of the real property or equipment purchased pursuant to the Master Contract for the purposes set forth herein,the State may, at its option,require: a) the repayment to the State of any monies previously paid to the Contractor; or b) the return of any real property or equipment purchased under the terms of the Master Contract; or c) an appropriate combination of clauses (a) and (b) of Section II(C)(4)herein. Nothing herein shall be intended to limit the State's ability to pursue such other legal or equitable remedies as may be available. D. Suspension: The State may, in its discretion, order the Contractor to suspend performance for a reasonable period of time. In the event of such suspension, the Contractor shall be given a formal written notice outlining the particulars of such suspension. Upon issuance of such notice, the Contractor shall comply with the particulars of the notice. The State shall have no obligation to reimburse Contractor's expenses during such suspension period. Activities may resume at such time as the State issues a formal written notice authorizing a resumption of performance under the Master Contract. Contract Number:# DOT01-T37302GG-3900283 Page 8 of 25,Master Contract for Grants-Standard Terms and Conditions(August 2014) III. PAYMENT AND REPORTING A. Terms and Conditions: 1. In full consideration of contract services to be performed, the State Agency agrees to pay and the Contractor agrees to accept a sum not to exceed the amount noted on the Face Page. 2. The State has no obligation to make payment until all required approvals, including the approval of the AG and OSC, if required, have been obtained. Contractor obligations or expenditures that precede the start date of the Master Contract shall not be reimbursed. 3. Contractor must provide complete and accurate billing invoices to the State in order to receive payment. Provided, however, the State may, at its discretion, automatically generate a voucher in accordance with an approved contract payment schedule. Billing invoices submitted to the State must contain all information and supporting documentation required by Attachment D (Payment and Reporting Schedule) and Section III(C) herein. The State may require the Contractor to submit billing invoices electronically. 4. Payment for invoices submitted by the Contractor shall only be rendered electronically unless payment by paper check is expressly authorized by the head of the State Agency, in the sole discretion of the head of such State Agency, due to extenuating circumstances. Such electronic payment shall be made in accordance with OSC's procedures and practices to authorize electronic payments. 5. If travel expenses are an approved expenditure under the Master Contract, travel expenses shall be reimbursed at the lesser of the rates set forth in the written standard travel policy of the Contractor, the OSC guidelines, or United States General Services Administration rates. No out- of-state travel costs shall be permitted unless specifically detailed and pre-approved by the State. 6. Timeliness of advance payments or other claims for reimbursement, and any interest to be paid to Contractor for late payment, shall be governed by Article 11-A of the State Finance Law to the extent required by law. 7. Article 11-B of the State Finance Law sets forth certain time frames for the Full Execution of contracts or renewal contracts with not-for-profit organizations and the implementation of any program plan associated with such contract. For purposes of this section, "Full Execution" shall mean that the contract has been signed by all parties thereto and has obtained the approval of the AG and OSC. Any interest to be paid on a missed payment to the Contractor based on a delay in the Full Execution of the Master Contract shall be governed by Article 11-B of the State Finance Law. Contract Number:# DOT01-T37302GG-3900283 Page 9 of 25,Master Contract for Grants-Standard Terms and Conditions(August 2014) B. Advance Payment and Recoupment: 1. Advance payments, which the State in its sole discretion may make to not-for-profit grant recipients, shall be made and recouped in accordance with State Finance Law Section 179(u), this Section and the provisions of Attachment D (Payment and Reporting Schedule). 2. Initial advance payments made by the State to not-for-profit grant recipients shall be due no later than thirty (30) calendar days, excluding legal holidays, after the first day of the Contract Term or, if renewed, in the period identified on the Face Page. Subsequent advance payments made by the State to not-for-profit grant recipients shall be due no later than thirty (30) calendar days, excluding legal holidays, after the dates specified in Attachment D (Payment and Reporting Schedule). 3. For subsequent contract years in multi-year contracts, Contractor will be notified of the scheduled advance payments for the upcoming contract year no later than 90 days prior to the commencement of the contract year. For simplified renewals, the payment schedule(Attachment D)will be modified as part of the renewal process. 4. Recoupment of any advance payment(s) shall be recovered by crediting the percentage of subsequent claims listed in Attachment D (Payment and Reporting Schedule) and Section IH(C) herein and such claims shall be reduced until the advance is fully recovered within the Contract Term. Any unexpended advance balance at the end of the Contract Term shall be refunded by the Contractor to the State. 5. If for any reason the amount of any claim is not sufficient to cover the proportionate advance amount to be recovered, then subsequent claims may be reduced until the advance is fully recovered. C. Claims for Reimbursement: 1. The Contractor shall submit claims for the reimbursement of expenses incurred on behalf of the State under the Master Contract in accordance with this Section and the applicable claiming schedule in Attachment D (Payment and Reporting Schedule). Vouchers submitted for payment shall be deemed to be a certification that the payments requested are for project expenditures made in accordance with the items as contained in the applicable Attachment B form (Budget) and during the Contract Term. When submitting a voucher, such voucher shall also be deemed to certify that: (i) the payments requested do not duplicate reimbursement from other sources of funding; and (ii) the funds provided herein do not replace funds that, in the absence of this grant, would have been made available by the Contractor for this program. Requirement (ii) does not apply to grants funded pursuant to a Community Projects Fund appropriation. 2. Consistent with the selected reimbursement claiming schedule in Attachment D (Payment and Reporting Schedule), the Contractor shall comply with the appropriate following provisions: a) Quarterly Reimbursement: The Contractor shall be entitled to receive payments for work,projects, and services rendered as detailed and described in Attachment C (Work Plan). Contract Number:# DOTO1-T37302GG-3900283 Page 10 of 25,Master Contract for Grants-Standard Terms and Conditions(August 2014) The Contractor shall submit to the State Agency quarterly voucher claims and supporting documentation. The Contractor shall submit vouchers to the State Agency in accordance with the procedures set forth in Section III(A)(3) herein. b) Monthly Reimbursement: The Contractor shall be entitled to receive payments for work, projects, and services rendered as detailed and described in Attachment C (Work Plan). The Contractor shall submit to the State Agency monthly voucher claims and supporting documentation. The Contractor shall submit vouchers to the State Agency in accordance with the procedures set forth in Section III(A)(3)herein. c) Biannual Reimbursement: The Contractor shall be entitled to receive payments for work, projects, and services rendered as detailed and described in Attachment C (Work Plan). The Contractor shall submit to the State Agency biannually voucher claims and supporting documentation. The Contractor shall submit vouchers to the State Agency in accordance with the procedures set forth in Section III(A)(3) herein. d) Milestone/Performance Reimbursement:4 Requests for payment based upon an event or milestone may be either severable or cumulative. A severable event/milestone is independent of accomplishment of any other event. If the event is cumulative, the successful completion of an event or milestone is dependent on the previous completion of another event. Milestone payments shall be made to the Contractor when requested in a form approved by the State, and at frequencies and in amounts stated in Attachment D (Payment and Reporting Schedule). The State Agency shall make milestone payments subject to the Contractor's satisfactory performance. e) Fee for Service Reimbursement:5 Payment shall be limited to only those fees specifically agreed upon in the Master Contract and shall be payable no more frequently than monthly upon submission of a voucher by the contractor. f) Rate Based Reimbursement:6 Payment shall be limited to rate(s) established in the Master Contract. Payment may be requested no more frequently than monthly. g) Scheduled Reimbursement:7 The State Agency shall generate vouchers at the frequencies and amounts as set forth in Attachment D (Payment and Reporting Schedule), and service reports shall be used to determine funding levels appropriate to the next annual contract period. 4 A milestone/performance payment schedule identifies mutually agreed-to payment amounts based on meeting contract events or milestones. Events or milestones must represent integral and meaningful aspects of contract performance and should signify true progress in completing the Master Contract effort. 5 Fee for Service is a rate established by the Contractor for a service or services rendered. 6 Rate based agreements are those agreements in which payment is premised upon a specific established rate per unit. 7 Scheduled Reimbursement agreements provide for payments that occur at defined and regular intervals that provide for a specified dollar amount to be paid to the Contractor at the beginning of each payment period(i.e.quarterly,monthly or bi-annually). While these payments are related to the particular services and outcomes defined in the Master Contract,they are not dependent upon particular services or expenses in any one payment period and provide the Contractor with a defined and regular payment over the life of the contract. Contract Number:# DOTO1-T37302GG-3900283 Page 11 of 25,Master Contract for Grants-Standard Terms and Conditions(August 2014) h) Interim Reimbursement: The State Agency shall generate vouchers on an interim basis and at the amounts requested by the Contractor as set forth in Attachment D (Payment and Reporting Schedule). i) Fifth Quarter Pa,,m�8 Fifth quarter payment shall be paid to the Contractor at the conclusion of the final scheduled payment period of the preceding contract period. The State Agency shall use a written directive for fifth quarter financing. The State Agency shall generate a voucher in the fourth quarter of the current contract year to pay the scheduled payment for the next contract year. 3. The Contractor shall also submit supporting fiscal documentation for the expenses claimed. 4. The State reserves the right to withhold up to fifteen percent (15%) of the total amount of the Master Contract as security for the faithful completion of services or work, as applicable, under the Master Contract. This amount may be withheld in whole or in part from any single payment or combination of payments otherwise due under the Master Contract. In the event that such withheld funds are insufficient to satisfy Contractor's obligations to the State, the State may pursue all available remedies, including the right of setoff and recoupment. 5. The State shall not be liable for payments on the Master Contract if it is made pursuant to a Community Projects Fund appropriation if insufficient monies are available pursuant to Section 99-d of the State Finance Law. 6. All vouchers submitted by the Contractor pursuant to the Master Contract shall be submitted to the State Agency no later than thirty (30) calendar days after the end date of the period for which reimbursement is claimed. ' In no event shall the amount received by the Contractor exceed the budget amount approved by the State Agency, and, if actual expenditures by the Contractor are less than such sum, the amount payable by the State Agency to the Contractor shall not exceed the amount of actual expenditures. 7. All obligations must be incurred prior to the end date of the contract. Notwithstanding the provisions of Section III(C)(6) above,with respect to the final period for which reimbursement is claimed, so long as the obligations were incurred prior to the end date of the contract, the Contractor shall have up to ninety (90) calendar days after the contract end date to make expenditures; provided, however, that if the Master Contract is funded, in whole or in part, with Federal funds, the Contractor shall have up to sixty (60) calendar days after the contract end date to make expenditures. D.Identifying Information and Privacy Notification: 1. Every voucher or New York State Claim for Payment submitted to a State Agency by the Contractor, for payment for the sale of goods or services or for transactions (e.g., leases, easements, licenses, etc.) related to real or personal property, must include the-Contractor's Vendor Identification Number assigned by the Statewide Financial System, and any or all of the following identification numbers: (i) the Contractor's Federal employer identification number, S Fifth Quarter Payments occurs where there are scheduled payments and where there is an expectation that services will be continued through renewals or subsequent contracts. Fifth Quarter Payments allow for the continuation of scheduled payments to a Contractor for the first payment period quarter of an anticipated renewal or new contract. Contract Number.# DOTO1-T37302GG-3900283 Page 12 of 25,Master Contract for Grants-Standard Terms and Conditions(August 2014) (ii) the Contractor's Federal social security number, and/or (iii) DUNS number. Failure to include such identification number or numbers may delay payment by the State to the Contractor. Where the Contractor does not have such number or numbers, the Contractor, on its voucher or Claim for Payment, must provide the reason or reasons for why the Contractor does not have such number or numbers. 2. The authority to request the above personal information from a seller of goods or services or a lessor of real or personal property, and the authority to maintain such information, is found in Section 5 of the State Tax Law. Disclosure of this information by the seller or lessor to the State is mandatory. The principle purpose for which the information is collected is to enable the State to identify individuals, businesses and others who have been delinquent in filing tax returns or may have understated their tax liabilities and to generally identify persons affected by the taxes administered by the Commissioner of Taxation and Finance. The information will be used for tax administration purposes and for any other purpose authorized by law. The personal information is requested by the purchasing unit of the State Agency contracting to purchase the goods or services or lease the real or personal property covered by the Master Contract. This information is maintained in the Statewide Financial System by the Vendor Management Unit within the Bureau of State Expenditures, Office of the State Comptroller, 110 State Street, Albany,New York, 12236. E. Refunds: 1. In the event that the Contractor must make a refund to the State for Master Contract-related activities, including repayment of an advance or an audit disallowance, payment must be made payable as set forth in Attachment A-1 (Program Specific Terms and Conditions). The 'Contractor must reference the contract number with its payment and include a brief explanation of why the refund is being made. Refund payments must be submitted to the Designated Refund Office at the address specified in Attachment A-1 (Program Specific Terms and Conditions). 2. If at the end or termination of the Master Contract, there remains any unexpended balance of the monies advanced under the Master Contract in the possession of the Contractor, the Contractor shall make payment within forty-five (45) calendar days of the end or termination of the Master Contract. In the event that the Contractor fails to refund such balance the State may pursue all available remedies. F. Outstanding Amounts Owed to the State: Prior period overpayments (including, but not limited to, contract advances in excess of actual expenditures) and/or audit recoveries associated with the Contractor may be recouped against future payments made under this Master Contract to Contractor. The recoupment generally begins with the first payment made to the Contractor following identification of the overpayment and/or audit recovery amount. In the event that there are no payments to apply recoveries against, the Contractor shall make payment as provided in Section HI(E) (Refunds)herein. G. Program and Fiscal Reporting Requirements: 1. The Contractor shall submit required periodic reports in accordance with the applicable schedule provided in Attachment D (Payment and Reporting Schedule). All required reports or other work products developed pursuant to the Master Contract must be completed as provided by the agreed upon work schedule in a manner satisfactory and acceptable to the State Agency in order for the Contractor to be eligible for payment. Contract Number:# DOT01-T37302GG-3900283 Page 13 of 25,Master Contract for Grants-Standard Terms and Conditions(August 2014) 2. Consistent with the selected reporting options in Attachment D (Payment and Reporting Schedule), the Contractor shall comply with the following applicable provisions: a) If the Expenditure Based Reports option is indicated in Attachment D (Payment and Reporting Schedule), the Contractor shall provide the State Agency with one or more of the following reports as required by the following provisions and Attachment D (Payment and Reporting Schedule) as applicable: (i) Narrative/Qualitative Report: The Contractor shall submit, on a quarterly basis, not later than the time period listed in Attachment D (Payment and Reporting Schedule), a report, in narrative form, summarizing the services rendered during the quarter. This report shall detail how the Contractor has progressed toward attaining the qualitative goals enumerated in Attachment C (Work Plan). This report should address all goals and objectives of the project and include a discussion of problems encountered and steps taken to solve them. (ii) StatisticaUQuantitative Report: The Contractor shall submit, on a quarterly basis, not later than the time period listed in Attachment D (Payment and Reporting Schedule), a detailed report analyzing the quantitative aspects of the program plan, as appropriate (e.g., number of meals served, clients transported, patient/client encounters, procedures performed, training sessions conducted, etc.) (iii) Expenditure Report: The Contractor shall submit, on a quarterly basis, not later than the time period listed in Attachment D (Payment and Reporting Schedule), a detailed expenditure report, by object of expense. This report shall accompany the voucher submitted for such period. (iv) Final Report: The Contractor shall submit a final report as required by the Master Contract, not later than the time period listed in Attachment D (Payment and Reporting Schedule) which reports on all aspects of the program and detailing how the use of funds were utilized in achieving the goals set forth in Attachment C (Work Plan). (v) Consolidated Fiscal Report(CFR): The Contractor shall submit a CFR, which includes a year-end cost report and final claim not later than the time period listed in Attachment D (Payment and Reporting Schedule). b) If the Performance-Based Reports option is indicated in Attachment D (Payment and Reporting Schedule), the Contractor shall provide the State Agency with the following reports as required by the following provisions and Attachment D (Payment and Reporting Schedule) as applicable: (i) Progress Report: The Contractor shall provide the State Agency with a written progress report using the forms and formats as provided by the State Agency, summarizing the work performed during the period. These reports shall detail the Contractor's progress toward attaining the specific goals enumerated in Attachment C (Work Plan). Progress reports shall be submitted in a format prescribed in the Master Contract. Contract Number:# DOTO1-T37302GG-3900283 Page 14 of 25,Master Contract for Grants-Standard Terms and Conditions(August 2014) (ii) Final Progress Report: Final scheduled payment is due during the time period set forth in Attachment D (Payment and Reporting Schedule). The deadline for submission of the final report shall be the date set forth in Attachment D (Payment and Reporting Schedule). The State Agency shall complete its audit and notify the Contractor of the results no later than the date set forth in Attachment D (Payment and Reporting Schedule). Payment shall be adjusted by the State Agency to reflect only those services/expenditures that were made in accordance with the Master Contract. The Contractor shall submit a detailed comprehensive final progress report not later than the date set forth in Attachment D (Payment and Reporting Schedule), summarizing the work performed during the entire Contract Term (i.e., a cumulative report), in the forms and formats required. 3. In addition to the periodic reports stated above, the Contractor may be required (a) to submit such other reports as are required in Table 1 of Attachment D (Payment and Reporting Schedule), and (b) prior to receipt of final payment under the Master Contract, to submit one or more final reports in accordance with the form, content, and schedule stated in Table 1 of Attachment D (Payment and Reporting Schedule). H. Notification of Significant Occurrences: 1. If any specific event or conjunction of circumstances threatens the successful completion of this project, in whole or in part, including where relevant, timely completion of milestones or other program requirements, the Contractor agrees to submit to the State Agency within three (3) calendar days of becoming aware of the occurrence or of such problem, a written description thereof together with a recommended solution thereto. 2. The Contractor shall immediately notify in writing the program manager assigned to the Master Contract of any unusual incident, occurrence, or event that involves the staff, volunteers, directors or officers of the Contractor, any subcontractor or program participant funded through the Master Contract, including but not limited to the following: death or serious injury; an arrest or possible criminal activity that could impact the successful completion of this project; any destruction of property; significant damage to the physical plant of the Contractor; or other matters of a similarly serious nature. IV. ADDITIONAL CONTRACTOR OBLIGATIONS,REPRESENTATIONS AND WARRANTIES A. Contractor as an Independent Contractor/Employees: 1. The State and the Contractor agree that the Contractor is an independent contractor, and not an employee of the State and may neither hold itself out nor claim to be an officer, employee, or subdivision of the State nor make any claim, demand, or application to or for any right based upon any different status. Notwithstanding the foregoing, the State and the Contractor agree that if the Contractor is a New York State municipality, the Contractor shall be permitted to hold itself out, and claim,to be a subdivision of the State. The Contractor shall be solely responsible for the recruitment, hiring, provision of employment benefits, payment of salaries and management of its project personnel. These functions shall be carried out in accordance with the provisions of the Master Contract, and all applicable Federal and State laws and regulations. Contract Number:# DOTO1-T37302GG-3900283 Page 15 of 25,Master Contract for Grants-Standard Terms and Conditions(August 2014) 2. The Contractor warrants that it,its staff, and any and all subcontractors have all the necessary licenses, approvals, and certifications currently required by the laws of any applicable local, state, or Federal government to perform the services or work, as applicable, pursuant to the Master Contract and/or any subcontract entered into under the Master Contract. The Contractor further agrees that such required licenses, approvals, and certificates shall be kept in full force and effect during the term of the Master Contract, or any extension thereof, and to secure any new licenses, approvals, or certificates within the required time frames and/or to require its staff and subcontractors to obtain the requisite licenses, approvals, or certificates. In the event the Contractor, its staff, and/or subcontractors are notified of a denial or revocation of any license, approval, or certification to perform the services or work, as applicable, under the Master Contract, Contractor shall immediately notify the State. B. Subcontractors: 1. If the Contractor enters into subcontracts for the performance of work pursuant to the Master Contract, the Contractor shall take full responsibility for the acts and omissions of its subcontractors. Nothing in the subcontract shall impair the rights of the State under the Master Contract. No contractual relationship shall be deemed to exist between the subcontractor and the State. 2. If requested by the State, the Contractor agrees not to enter into any subcontracts, or revisions to subcontracts, that are in excess of$100,000 for the performance of the obligations contained herein until it has received the prior written permission of the State, which shall have the right to review and approve each and every subcontract in excess of $100,000 prior to giving written permission to the Contractor to enter into the subcontract. All agreements between the Contractor and subcontractors shall be by written contract, signed by individuals authorized to bind the parties. All such subcontracts shall contain provisions for specifying (1) that the work performed by the subcontractor must be in accordance with the terms of the Master Contract, (2) that nothing contained in the subcontract shall impair the rights of the State under the Master Contract, and (3) that nothing contained in the subcontract, nor under the Master Contract, shall be deemed to create any contractual relationship between the subcontractor and the State. In addition, subcontracts shall contain any other provisions which are required to be included in subcontracts pursuant to the terms herein. 3. If requested by the State, prior to executing a subcontract, the Contractor agrees to require the subcontractor to provide to the State the information the State needs to determine whether a proposed subcontractor is a responsible vendor. 4. If requested by the State, when a subcontract equals or exceeds $100,000, the subcontractor shall submit a Vendor Responsibility Questionnaire (Questionnaire). 5. If requested by the State, upon the execution of a subcontract, the Contractor shall provide detailed subcontract information (a copy of subcontract will suffice) to the State within fifteen (15) calendar days after execution. The State may request from the Contractor copies of subcontracts between a subcontractor and its subcontractor. 6. The Contractor shall require any and all subcontractors to submit to the Contractor all financial claims for Services or work to the State agency, as applicable, rendered and required supporting documentation and reports as necessary to permit Contractor to meet claim deadlines and documentation requirements as established in Attachment D (Payment and Reporting Contract Number:# DOT01-T37302GG-3900283 Page 16 of 25,Master Contract for Grants-Standard Terms and Conditions(August 2014) Schedule) and Section III. Subcontractors shall be paid by the Contractor on a timely basis after submitting the required reports and vouchers for reimbursement of services or work, as applicable. Subcontractors shall be informed by the Contractor of the possibility of non-payment or rejection by the Contractor of claims that do not contain the required information, and/or are not received by the Contractor by said due date. C. Use Of Material,Equipment, Or Personnel: 1. The Contractor shall not use materials, equipment, or personnel paid for under the Master Contract for any activity other than those provided for under the Master Contract, except with the State's prior written permission. 2. Any interest accrued on funds paid to the Contractor by the State shall be deemed to be the property of the State and shall either be credited to the State at the close-out of the Master Contract or,upon the written permission of the State, shall be expended on additional services or work, as applicable,provided for under the Master Contract. D. Property: 1. Property is real property, equipment, or tangible personal property having a useful life of more than one year and an acquisition cost of$1,000 or more per unit. a) If an item of Property required by the Contractor is available as surplus to the State, the State at its sole discretion, may arrange to provide such Property to the Contractor in lieu of the purchase of such Property. b) If the State consents in writing, the Contractor may retain possession of Property owned by the State, as provided herein, after the termination of the Master Contract to use for similar purposes. Otherwise, the Contractor shall return such Property to the State at the Contractor's cost and expense upon the expiration of the Master Contract. c) In addition, the Contractor agrees to permit the State to inspect the Property and to monitor its use at reasonable intervals during the Contractor's regular business hours. d) The Contractor shall be responsible for maintaining and repairing Property purchased or procured under the Master Contract at its own cost and expense. The Contractor shall procure and maintain insurance at its own cost and expense in an amount satisfactory to the State Agency, naming the State Agency as an additional insured, covering the loss, theft or destruction of such equipment. e) A rental charge to the Master Contract for a piece of Property owned by the Contractor shall not be allowed. f) The State has the right to review and approve in writing any new contract for the purchase of or lease for rental of Property (Purchase/Lease Contract) operated in connection with the provision of the services or work, as applicable, as specified in the Master Contract, if applicable, and any modifications, amendments, or extensions of an existing lease or purchase prior to its execution. If, in its discretion, the State disapproves of any Contract Number:# DOTO1-T37302GG-3900283 Page 17 of 25,Master Contract for Grants-Standard Terms and Conditions(August 2014) Purchase/Lease Contract, then the State shall not be obligated to make any payments for such Property. g) No member, officer, director or employee of the Contractor shall retain or acquire any interest, direct or indirect,in any Property,paid for with funds under the Master Contract,nor retain any interest, direct or indirect, in such, without full and complete prior disclosure of such interest and the date of acquisition thereof, in writing to the Contractor and the State. 2. For non-Federally-funded contracts,unless otherwise provided herein, the State shall have the following rights to Property purchased with funds provided under the Master Contract: a) For cost-reimbursable contracts, all right, title and interest in such Property shall belong to the State. b) For performance-based contracts, all right, title and interest in such Property shall belong to the Contractor. 3. For Federally funded contracts, title to Property whose requisition cost is borne in whole or in part by monies provided under the Master Contract shall be governed by the terms and conditions of Attachment A-2 (Federally Funded Grants and Requirements Mandated by Federal Laws). 4. Upon written direction by the State, the Contractor shall maintain an inventory of all Property that is owned by the State as provided herein. 5. The Contractor shall execute any documents which the State may reasonably require to effectuate the provisions of this section. E. Records and Audits: 1. General: a) The Contractor shall establish and maintain, in paper or electronic format, complete and accurate books, records, documents, receipts, accounts, and other evidence directly pertinent to its performance under the Master Contract(collectively,Records). b) The Contractor agrees to produce and retain for the balance of the term of the Master Contract, and for a period of six years from the later of the date of(i)the Master Contract and (ii) the most recent renewal of the Master Contract, any and all Records necessary to substantiate upon audit, the proper deposit and expenditure of funds received under the Master Contract. Such Records may include, but not be limited to, original books of entry (e.g., cash disbursements and cash receipts journal), and the following specific records (as applicable)to substantiate the types of expenditures noted: (i) personal service expenditures: cancelled checks and the related bank statements, time and attendance records, payroll journals, cash and check disbursement records including copies of money orders and the like, vouchers and invoices, records of contract labor, any and all records listing payroll and the money value of non-cash advantages provided to employees, time cards, work schedules and logs, employee personal history folders, Contract Number:# DOTO1-T37302GG-3900283 Page 18 of 25,Master Contract for Grants-Standard Terms and Conditions(August 2014) detailed and general ledgers, sales records, miscellaneous reports and returns (tax and otherwise), and cost allocation plans, if applicable. (ii) payroll taxes and fringe benefits: cancelled checks, copies of related bank statements, cash and check disbursement records including copies of money orders and the like, invoices for fringe benefit expenses, miscellaneous reports and returns (tax and otherwise), and cost allocation plans, if applicable. (iii) non-personal services expenditures: original invoices/receipts, cancelled checks and related bank statements, consultant agreements, leases, and cost allocation plans, if applicable. (iv) receipt and deposit of advance and reimbursements: itemized bank stamped deposit slips, and a copy of the related bank statements. c) The OSC, AG and any other person or entity authorized to conduct an examination, as well as the State Agency or State Agencies involved in the Master Contract that provided funding, shall have access to the Records during the hours of 9:00 a.m. until 5:00 p.m., Monday through Friday (excluding State recognized holidays), at an office of the Contractor within the State of New York or, if no such office is available, at a mutually agreeable and reasonable venue within the State, for the term specified above for the purposes of inspection, auditing and copying. d) The State shall protect from public disclosure any of the Records which are exempt from disclosure under Section 87 of the Public Officers Law provided that: (i) the Contractor shall timely inform an appropriate State official, in writing, that said records should not be disclosed; and (ii) said records shall be sufficiently identified; and (iii) designation of said records, as exempt under Section 87 of the Public Officers Law, is reasonable. e) Nothing contained herein shall diminish, or in any way adversely affect, the State's rights in connection with its audit and investigatory authority or the State's rights in connection with discovery in any pending or future litigation. 2. Cost Allocation: a) For non-performance based contracts, the proper allocation of the Contractor's costs must be made according to a cost allocation plan that meets the requirements of OMB Circulars A- 87, A-122, and/or A-21. Methods used to determine and assign costs shall conform to generally accepted accounting practices and shall be consistent with the method(s) used by the Contractor to determine costs for other operations or programs. Such accounting standards and practices shall be subject to approval of the State. b) For performance based milestone contracts, or for the portion of the contract amount paid on a performance basis, the Contractor shall maintain documentation demonstrating that milestones were attained. 3. Federal Funds: For records and audit provisions governing Federal funds, please see Attachment A-2 (Federally Funded Grants and Requirements Mandated by Federal Laws). Contract Number:# DOTO1-T37302GG-3900283 Page 19 of 25,Master Contract for Grants-Standard Terms and Conditions(August 2014) F. Confidentiality: The Contractor agrees that it shall use and maintain personally identifiable information relating to individuals who may receive services, and their families pursuant to the Master Contract, or any other information, data or records marked as, or reasonably deemed, confidential by the State (Confidential Information) only for the limited purposes of the Master Contract and in conformity with applicable provisions of State and Federal law. The Contractor (i) has an affirmative obligation to safeguard any such Confidential Information from unnecessary or unauthorized disclosure and (ii)must comply with the provisions of the New York State Information Security Breach and Notification Act (General Business Law Section 899-aa; State Technology Law Section 208). G. Publicity: 1. Publicity includes, but is not limited to: news conferences; news releases; public announcements; advertising; brochures; reports; discussions or presentations at conferences or meetings; and/or the inclusion of State materials, the State's name or other such references to the State in any document or forum. Publicity regarding this project may not be released without prior written approval from the State. 2. Any publications, presentations or announcements of conferences, meetings or trainings which are funded in whole or in part through any activity supported under the Master Contract may not be published, presented or announced without prior approval of the State. Any such publication,presentation or announcement shall: a) Acknowledge the support of the State of New York and, if funded with Federal funds, the applicable Federal funding agency; and b) State that the opinions, results, findings and/or interpretations of data contained therein are the responsibility of the Contractor and do not necessarily represent the opinions, interpretations or policy of the State or if funded with Federal funds, the applicable Federal funding agency. 3. Notwithstanding the above, (i) if the Contractor is an educational research institution, the Contractor may, for scholarly or academic purposes, use, present, discuss, report or publish any material, data or analyses, other than Confidential Information, that derives from activity under the Master Contract and the Contractor agrees to use best efforts to provide copies of any manuscripts arising from Contractor's performance under this Master Contract, or if requested by the State, the Contractor shall provide the State with a thirty (30) day period in which to review each manuscript for compliance with Confidential Information requirements; or (ii) if the Contractor is not an educational research institution, the Contractor may submit for publication, scholarly or academic publications that derive from activity under the Master Contract (but are not deliverable under the Master Contract), provided that the Contractor first submits such manuscripts to the State forty-five (45) calendar days prior to submission for consideration by a publisher in order for the State to review the manuscript for compliance with confidentiality requirements and restrictions and to make such other comments as the State deems appropriate. All derivative publications shall follow the same acknowledgments and disclaimer as described in Section IV(G)(2) (Publicity)hereof. H. Web-Based Applications-Accessibility: Any web-based intranet and Internet information and applications development, or programming delivered pursuant to the Master Contract or procurement shall comply with New York State Enterprise IT Policy NYS-P08-005, Accessibility Contract Number:# DOTO1-T37302GG-3900283 Page 20 of 25,Master Contract for Grants-Standard Terms and Conditions(August 2014) Web-Based Information and Applications, and New York State Enterprise IT Standard NYS-S08- 005, Accessibility of Web-Based Information Applications, as such policy or standard may be amended, modified or superseded, which requires that State Agency web-based intranet and Internet information and applications are accessible to person with disabilities. Web content must conform to New York State Enterprise IT Standards NYS-S08-005, as determined by quality assurance testing. Such quality assurance testing shall be conducted by the State Agency and the results of such testing must be satisfactory to the State Agency before web content shall be considered a qualified deliverable under the Master Contract or procurement. I. Non-Discrimination Requirements: Pursuant to 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 and sub-contractors will not discriminate against any employee or applicant for employment because of race, creed (religion), color, sex (including gender expression), national origin, sexual orientation, military status, age, disability, predisposing genetic characteristic, marital status or domestic violence victim status, and shall also follow the requirements of the Human Rights Law with regard to non-discrimination on the basis of prior criminal conviction and prior arrest. Furthermore, in accordance with Section 220-e of the Labor Law, if this is a contract for the construction, alteration or repair of any public building or public work or for the manufacture, sale or distribution of materials, equipment or supplies, and to the extent that the Master Contract shall be performed within the State of New York, the Contractor agrees that neither it nor its subcontractors shall, by reason of race, creed, color, disability, sex, or national origin: (a) discriminate in hiring against any New York State citizen who is qualified and available to perform the work; or (b) discriminate against or intimidate any employee hired for the performance of work under the Master Contract. If this is a building service contract as defined in Section 230 of the Labor Law, then, in accordance with Section 239 thereof, the Contractor agrees that neither it nor its subcontractors shall by reason of race, creed, color, national origin, age, sex or disability: (a) discriminate in hiring against any New York State citizen who is qualified and available to perform the work; or (b) discriminate against or intimidate any employee hired for the performance of work under the Master Contract. The Contractor shall be subject to fines of$50.00 per person per day for any violation of Section 220-e or Section 239 of the Labor Law. J. Equal Opportunities for Minorities and Women; Minority and Women Owned Business Enterprises: In accordance with Section 312 of the Executive Law and 5 NYCRR 143, if the Master Contract is: (i) a written agreement or purchase order instrument, providing for a total expenditure in excess of$25,000.00, whereby a contracting State 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 State Agency; or(ii) a written agreement in excess of $100,000.00 whereby a contracting State Agency is committed to expend or does expend funds for the acquisition, construction, demolition, replacement, major repair or renovation of real property and improvements thereon; or (iii) a written agreement in excess of $100,000.00 whereby the owner of a State assisted housing project is committed to expend or does expend funds for the acquisition, construction, demolition, replacement, major repair or renovation of real property and improvements thereon for such project, then the Contractor certifies and affirms that (i) it is subject to Article 15-A of the Executive Law which includes, but is not limited to, those provisions concerning the maximizing of opportunities for the participation of minority and women- owned business enterprises and (ii) the following provisions shall apply and it is Contractor's equal employment opportunity policy that: 1. The Contractor shall not discriminate against employees or applicants for employment because of race, creed, color, national origin, sex, age, disability or marital status; Contract Number:# DOT01-T37302GG-3900283 Page 21 of 25,Master Contract for Grants-Standard Terms and Conditions(August 2014) 2. The Contractor shall make and document its conscientious and active efforts to employ and utilize minority group members and women in its work force on State contracts; 3. The Contractor shall undertake or continue existing programs of affirmative action to ensure that minority group members and women are afforded equal employment opportunities without discrimination. Affirmative action shall mean recruitment, employment, job assignment, promotion, upgrading, demotion, transfer, layoff, or termination and rates of pay or other forms of compensation; 4. At the request of the State, the Contractor shall request each employment agency, labor union, or authorized representative of workers with which it has a collective bargaining or other agreement or understanding, to furnish a written statement that such employment agency, labor union or representative shall not discriminate on the basis of race, creed, color,national origin, sex, age, disability or marital status and that such union or representative shall affirmatively cooperate in the implementation of the Contractor's obligations herein; and 5. The Contractor shall state,in all solicitations or advertisements for employees, that, in the performance of the State contract, all qualified applicants shall be afforded equal employment opportunities without discrimination because of race, creed, color, national origin, sex, age, disability or marital status. The Contractor shall include the provisions of subclauses 1 — 5 of this Section (IV)(J), in every subcontract over$25,000.00 for the construction, demolition, replacement, major repair, renovation, planning or design of real property and improvements thereon (Work) except where the Work is for the beneficial use of the Contractor. Section 312 of the Executive Law does not apply to: (i) work, goods or services unrelated to the Master Contract; or (ii) employment outside New York State. The State shall consider compliance by the Contractor or a subcontractor with the requirements of any Federal law concerning equal employment opportunity which effectuates the purpose of this section. The State shall determine whether the imposition of the requirements of the provisions hereof duplicate or conflict with any such Federal law and if such duplication or conflict exists, the State shall waive the applicability of Section 312 of the Executive Law to the extent of such duplication or conflict. The Contractor shall comply with all duly promulgated and lawful rules and regulations of the Department of Economic Development's Division of Minority and Women's Business Development pertaining hereto. K. Omnibus Procurement Act of 1992: It is the policy of New York State to maximize opportunities for the participation of New York State business enterprises, including minority and women-owned business enterprises, as bidders, subcontractors and suppliers on its procurement contracts. 1. If the total dollar amount of the Master Contract is greater than $1 million, the Omnibus Procurement Act of 1992 requires that by signing the Master Contract, the Contractor certifies the following: a) The Contractor has made reasonable efforts to encourage the participation of State business enterprises as suppliers and subcontractors,including certified minority and women- owned business enterprises, on this project, and has retained the documentation of these efforts to be provided upon request to the State; Contract Number:# DOT01-T37302GG-3900283 Page 22 of 25,Master Contract for Grants-Standard Terms and Conditions(August 2014) b) The Contractor has complied with the Federal Equal Opportunity Act of 1972 (P.L. 92- 261), as amended; c) The Contractor agrees to make reasonable efforts to provide notification to State residents of employment opportunities on this project through listing any such positions with the Job Service Division of the New York State Department of Labor, or providing such notification in such manner as is consistent with existing collective bargaining contracts or agreements. The Contractor agrees to document these efforts and to provide said documentation to the State upon request; and d) The Contractor acknowledges notice that the State may seek to obtain offset credits from foreign countries as a result of the Master Contract and agrees to cooperate with the State in these efforts. L. Workers' Compensation Benefits: 1. In accordance with Section 142 of the State Finance Law, the Master Contract shall be void and of no force and effect unless the Contractor shall provide and maintain coverage during the life of the Master Contract for the benefit of such employees as are required to be covered by the provisions of the Workers'Compensation Law. 2. If a Contractor believes they are exempt from the Workers Compensation insurance requirement they must apply for an exemption. M. Unemployment Insurance Compliance: The Contractor shall remain current in both its quarterly reporting and payment of contributions or payments in lieu of contributions, as applicable, to the State Unemployment Insurance system as a condition of maintaining this grant. The Contractor hereby authorizes the State Department of Labor to disclose to the State Agency staff only such information as is necessary to determine the Contractor's compliance with the State Unemployment Insurance Law. This includes,but is not limited to, the following: 1. any records of unemployment insurance (UI) contributions, interest, and/or penalty payment arrears or reporting delinquency; 2. any debts owed for UI contributions,interest, and/or penalties; 3. the history and results of any audit or investigation; and 4. copies of wage reporting information. Such disclosures are protected under Section 537 of the State Labor Law, which makes it a misdemeanor for the recipient of such information to use or disclose the information for any purpose other than the performing due diligence as a part of the approval process for the Master Contract. N. Vendor Responsibility: 1. If a Contractor is required to complete a Questionnaire, the Contractor covenants and represents that it has, to the best of its knowledge, truthfully, accurately and thoroughly completed such Questionnaire. Although electronic filing is preferred, the Contractor may Contract Number:# DOT01-T37302GG-3900283 Page 23 of 25,Master Contract for Grants-Standard Terms and Conditions(August 2014) obtain a paper form from the OSC prior to execution of the Master Contract. The Contractor further covenants and represents that as of the date of execution of the Master Contract, there are no material events, omissions, changes or corrections to such document requiring an amendment to the Questionnaire. 2. The Contractor shall provide to the State updates to the Questionnaire if any material event(s) occurs requiring an amendment or as new information material to such Questionnaire becomes available. 3. The Contractor shall, in addition, promptly report to the State the initiation of any investigation or audit by a governmental entity with enforcement authority with respect to any alleged violation of Federal or state law by the Contractor, its employees, its officers and/or directors in connection with matters involving, relating to or arising out of the Contractor's business. Such report shall be made within five (5) business days following the Contractor becoming aware of such event, investigation, or-audit. Such report may be considered by the State in making a Determination of Vendor Non-Responsibility pursuant to this section. 4. The State reserves the right, in its sole discretion, at any time during the term of the Master Contract: a) to require updates or clarifications to the Questionnaire upon written request; b) to inquire about information included in or required information omitted from the Questionnaire; c) to require the Contractor to provide such information to the State within a reasonable timeframe; and d) to require as a condition precedent to entering into the Master Contract that the Contractor agree to such additional conditions as shall be necessary to satisfy the State that the Contractor is, and shall remain, a responsible vendor; and e) to require the Contractor to present evidence of its continuing legal authority to do business in New York State, integrity, experience, ability, prior performance, and organizational and financial capacity. By signing the Master Contract, the Contractor agrees to comply with any such additional conditions that have been made a part of the Master Contract. 5. The State, in its sole discretion, reserves the right to suspend any or all activities under the Master Contract, at any time, when it discovers information that calls into question the responsibility of the Contractor. In the event of such suspension, the Contractor shall be given written notice outlining the particulars of such suspension. Upon issuance of such notice, the Contractor must comply with the terms of the suspension order. Contract activity may resume at such time as the State issues a written notice authorizing a resumption of performance under the Master Contract. 6. The State, in its sole discretion, reserves the right to make a final Determination of Non- Responsibility at any time during the term of the Master Contract based on: Contract Number:# DOT01-T37302GG-3900283 Page 24 of 25,Master Contract for Grants-Standard Terms and Conditions(August 2014) a) any information provided in the Questionnaire and/or in any updates, clarifications or amendments thereof; or b) the State's discovery of any material information which pertains to the Contractor's responsibility. 7. Prior to making a final Determination of Non-Responsibility, the State shall provide written notice to the Contractor that it has made a preliminary determination of non-responsibility. The State shall detail the reason(s)for the preliminary determination, and shall provide the Contractor with an opportunity to be heard. O. Charities Registration: If applicable, the Contractor agrees to (i) obtain not-for-profit status, a Federal identification number, and a charitable registration number (or a declaration of exemption) and to furnish the State Agency with this information as soon as it is available, (ii)be in compliance with the OAG charities registration requirements at the time of the awarding of this Master Contract by the State and (iii) remain in compliance with the OAG charities registration requirements throughout the term of the Master Contract. P. Consultant Disclosure Law? If this is a contract for consulting services, defined for purposes of this requirement to include analysis, evaluation, research, training, data processing, computer programming, engineering, environmental, health, and mental health services, accounting, auditing, paralegal, legal, or similar services, then in accordance with Section 163 (4-g) of the State Finance Law (as amended by Chapter 10 of the Laws of 2006), the Contractor shall timely, accurately and properly comply with the requirement to submit an annual employment report for the contract to the agency that awarded the contract,the Department of Civil Service and the State Comptroller. Q. Wage and Hours Provisions: If this is a public work contract covered by Article 8 of the Labor Law or a building service contract covered by Article 9 thereof, neither Contractor's employees nor the employees of its subcontractors may be required or permitted to work more than the number of hours or days stated in said statutes, except as otherwise provided in the Labor Law and as set forth in prevailing wage and supplement schedules issued by the State Labor Department. 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. Additionally, effective April 28, 2008, if this is a public work contract covered by Article 8 of the Labor Law, the Contractor understands and agrees that the filing of payrolls in a manner consistent with Subdivision 3-a of Section 220 of the Labor Law shall be condition precedent to payment by the State of any State approved sums due and owing for work done upon the project. 9 Not applicable to not-for-profit entities. Contract Number:# DOTOI-T37302GG-3900283 Page 25 of 25,Master Contract for Grants-Standard Terms and Conditions(August 2014) A-1 Program Clauses—Aviation Grants:Federally-Funded ATTACHMENT A-1 PROGRAM-SPECIFIC TERMS AND CONDITIONS The following terms and conditions apply to grants made under the present Master Contract by the New York State Department of Transportation for airport and aviation projects pursuant to Section 14-h of the Transportation Law. I. AGENCY-SPECIFIC NOTICE A. Notices to the State in relation to this Master Contract shall be addressed to: Name: Denise Geraldi Title: Program Manager Address: 50 Wolf Rd.,POD 5-4,Albany,NY 12232 Telephone Number: (518) 457-8438 E-Mail Address: denise.geraldi@dot.ny.gov H. GENERAL CLAUSES A. Considerations: This Master Contract is made under the following considerations: 1. Article 2 of the New York State Transportation Law authorizes the Commissioner to provide for the accomplishment of airport or aviation projects, and to one-half on the non-federal share of funding for Federal grants to private owners, municipalities and authorities in connection therewith; 2. The Contractor is the Sponsor of an airport as referred to on the "Face Page" and in Attachment C (Work Plan) of this document and is hereinafter referred to as the "Airport". 3. The Contractor has applied for and will secure available Federal Assistance for the Projects from the Federal Aviation Administration, (hereinafter called "FAA Grant Agreements") or from other Federal agencies, as appropriate; 4. The Projects will be approved by the Commissioner as consistent with sound transportation development policy and planning concepts and eligible for State participation; and 5. The Contractor is authorized to enter into this Master Contract by proper local authorization such as resolution, city ordinance, Board of Directors determination, or request for authorization which shall be incorporated by reference and made part hereof. A copy of such resolution, city ordinance, Board of Directors determination, or request for authorization shall be included in the Contract Package. Master Contract for Grants-Attachment A-1-Program Specific Terms and Conditions Page A-1-1 of A-1-6 Aviation Grants:Federally-Funded A-1 Program Clauses—Aviation Grants:Federally-Funded B. Purpose of Master Contract: The purpose of this Master Contract is to provide for the undertaking of airport or aviation projects (each project hereinafter referred to as the "Project"), the details of which are more fully described in Attachment C: Work Plan and Attachment D: Payment and Reporting Schedule attached hereto, with State financial assistance to the Contractor in the form of a grant, and to state the terms, conditions,requirements, and restrictions upon which such State assistance will be provided and the mutual understandings and agreements of the parties as to the manner in which the Project will be undertaken and completed, and the Project facilities and equipment will be used. This grant is established with the Contractor for a period of ten years commencing on the date first above written after this Master Contract is approved by the State Comptroller, and terminating ten years therefrom, and shall not be dependent on the official duty continuity of the signatories or their successors. The Master Contract may be concluded at any time upon written agreement between the Commissioner and the official representative(s) of the Contractor subject to the written approval of the State Comptroller. III.PAYMENT AND REPORTING A. Project Costs 1. Eligible Costs. Eligible Project costs consist of any costs involved in accomplishing a project including those of: a) Making field surveys; b) Preparing plans and specifications; c) Accomplishing or procuring the accomplishing of the work; d) Supervising and inspecting construction work; e) Acquiring land or an interest therein, or any easement through or other interest in airspace; and f) Administrative and other incidental costs incurred specifically in connection with accomplishing project, and that would not have otherwise been incurred. 2. The costs described in this section, including the value of land, labor, materials and equipment donated or loaned to the Contractor and appropriated to the Project by the Contractor,are eligible for consideration as to their allowability, except for: a) That part of the cost of acquiring an existing private airport that represents the cost of acquiring passenger automobile parking facilities and buildings to be used as hangars; b) The cost of materials and supplies owned by the Contractor or furnished from a source of supply owned by the Contractor if: (i). Those materials and supplies were used for airport development before the Master Contract for Grants-Attachment A-1-Program Specific Terms and Conditions Page A-1-2 of A-1-6 Aviation Grants:Federally-Funded A-1 Program Clauses—Aviation Grants:Federally-Funded effective date of the grant; or (ii). Those costs are not supported by proper evidence of quantity and value. c) The cost of nonexpendable machinery, tools, or equipment owned by the Contractor and used under a project by the Contractor's force account, except to the extent of the fair rental value of that machinery, tools, or equipment for the period it is used on the project; d) The value of any land, including improvements, donated to the Contractor by another public agency; and e) Any costs incurred in connection with raising funds by the Contractor, including interest and premium charges and administrative expenses involved in conducting bond elections and in the sale of bonds. B. Payments 1. Payments shall be made to the Contractor upon request to the Commissioner under the following conditions: a. Cumulative payment requests shall in no event exceed the total cumulative amount of State funding approved by the Commissioner. b. Such request shall be in a form established by the Commissioner. The documents supporting such expenditures by the Contractor shall be maintained in a secure manner by the Contractor at its headquarters or at such other place as shall be readily accessible to the Commissioner and the State Comptroller for purposes of auditing project costs and expenditures. All such accounting records shall be retained by the Contractor until six (6) years after final payment is made hereunder. C. Subject to the other provisions hereof, applications for payment will be honored by the Commissioner except that the State may elect by notice in writing to withhold any payment if: i. Misrepresentation. The Contractor shall have made any misrepresentation of a material nature in its application for funds hereunder, or any supplement thereto or amendment thereof, or in or with respect to any document data furnished to the Commissioner or other State official in connection with a Project under this Master Contract; ii. Litigation. There is then pending litigation with respect to the performance by the Contractor of any of its duties or obligations which may jeopardize or adversely affect the Project, this Master Contract, or payments to the Project; iii. Concurrence by State. The Contractor shall have taken any action pertaining to the Project which under the established procedures require the prior approval of the Commissioner or shall have made related expenditures or incurred related obligations without the approval of the Commissioner; iv. Conflict of Interest. There has been in connection with the Project any violation of the conflict of interest rule, regulation, ordinance or statute Master Contract for Grants-Attachment A-1-Program Specific Terms and Conditions Page A-1-3 of A-1-6 Aviation Grants:Federally-Funded A-1 Program Clauses—Aviation Grants:Federally-Funded applicable to the Contractor, its officers,members, or employees; or V. Default. The Contractor shall be in default under any of the provisions of this Master Contract. 2. In no event shall the making by the State of any payment pursuant to this Master Contract constitute or be construed as a waiver by the State of any breach of covenant or any default which may then exist, on the part of the Contractor, and the making of any such payment by the State while any such breach or default shall exist shall in no way impair or prejudice any right or remedy available to the State in respect of such breach or default. C. Audit Disallowances. Costs claimed or previously reimbursed that cannot be supported as outlined herein are subject to audit disallowance by the Commissioner, the State Comptroller, the Federal Aviation Administration (FAA) and/or the Officer of the Inspector General of the U.S. Department of Transportation. Amounts paid to the Contractor that are subsequently disallowed are subject to recovery by the Commissioner, or at the option of the State, will be offset or reduced against current or future reimbursement claims on the same or other projects. IV. ADDITIONAL CONTRACTOR OBLIGATIONS, REPRESENTATIONS AND WARRANTIES A. Use of Project Facilities and Equipment 1. On completion of the Project, the Contractor shall commence and continue operation and maintenance of the Project at its own cost and shall not discontinue operation, or dispose of the Project, without the approval of the Commissioner, for the period of time corresponding to the period of useful life for the Project as determined by reference to Section 61 of the State Finance Law. No ownership rights, duties or obligations of the State are added, altered, created, or removed via this Contract for any real property, equipment, facilities, structures,or any other or tangible property made part of the Project. 2. No part of any Project or Project facility shall be sold, rendered unusable, or otherwise relinquished without obtaining prior written approval of the Commissioner and State Comptroller. If any Project parts or facilities are so sold, other than for their replacement -in such service with like facilities or equipment, the State share of the proceeds of such a sale will be returned to the State Comptroller for depose in the General Fund. 3. All facilities of the Airport developed with State aid and all those usable for the landing and taking off of aircraft,will be available to State Aircraft at all times, without charge. Master Contract-for Grants-Attachment A-1-Program Specific Terms and Conditions Page A-14 of A-1-6 Aviation Grants:Federally-Funded A-1 Program Clauses—Aviation Grants:Federally-Funded 4. All insurance requirements related to the Project facilities, equipment, property, and/or Contractor or subcontractor employees, personnel, officers and/or agents, shall be governed by any such insurance requirements found in the Projects' FAA Grant Agreement. B. No Retainage: During performance of the Contract, NYSDOT elects not to exercise its right to retain or withhold up to fifteen percent (15%) of payments made to Contractor under this Master Contract as security. Contractor must, however, still comply with NY State Finance Law 139-f and/or NY General Municipal Law 106-b(2) including,but not limited to, Contractor's obligation to pay Contractor's consultants and prime contractors and sub-consultants and subcontractors for satisfactory performance of their contracts no later than 7 calendar days from receipt of each payment to Contractor, as well as the applicable requirements related to retainage of payments contained therein. C. No Termination for Convenience: During performance of the Contract, NYSDOT shall not to seek to exercise its right to terminate the Contract for the State's convenience upon 30 day's notice as provided in the Standard Terms and Conditions Section, Part H, Term Termination and Suspension, Paragraph C.1,(d)—Termination Grounds, Convenience. The State does however reserve all other rights to suspend or terminate the Contract under state and federal law, as well as any and all rights to suspend or terminate the Contract listed in Section II(C), or elsewhere in this Contract. D. Suspension at Direction of FAA: During performance of the Contract,NYSDOT shall not unilaterally seek to exercise its right to suspend the Contract upon notice as provided in the Standard Terms and Conditions Section, Part II, Term Termination and Suspension, Paragraph D— Suspension. Any such suspension under this section shall only be exercised in concurrence with any suspension of the project directed by the Federal Aviation Administration, as authorized under the Sponsor's FAA Grant Agreement. The State does however reserve all other rights to suspend or terminate the Contract under state and federal law, as well as any and all rights to suspend or terminate the Contract listed in Section II(C), or elsewhere in this Contract. E. Iran Divestment Act: As a result of the Iran Divestment Act of 2012 (Act), Chapter 1 of the 2012 Laws of New Master Contract for Grants-Attachment A-1-Program Specific Terms and Conditions Page A-1-5 of A-1-6 Aviation Grants:Federally-Funded A-1 Program Clauses—Aviation Grants:Federally-Funded York, a new provision has been added to the State Finance Law (SFL), § 165-a, effective April 12, 2012. Under the Act, the Commissioner of the Office of General Services (OGS) will be developing a list (prohibited entities list) of "persons" who are engaged in "investment activities in Iran" (both are defined terms in the law). Pursuant to SFL § 165- a(3)(b),the initial list is expected to be issued no later than 120 days after the Act's effective date, at which time it will be posted on the OGS website. By entering into this Contract,Contractor(or any assignee) certifies that once the prohibited entities list is posted on the OGS website, it will not utilize on such Contract any subcontractor that is identified on the prohibited entities list. Additionally, Contractor agrees that after the list is posted on the OGS website, should it seek to renew or extend the Contract, it will be required to certify at the time the Contract is renewed or extended that it is not included on the prohibited entities list. Contractor also agrees that any proposed Assignee of the Contract will be required to certify that it is not on the prohibited entities list before the New York State Department of Transportation (NYSDOT) may approve a request for Assignment of Contract During the term of the Contract, should NYSDOT receive information that a person is in violation of the above-referenced certification, NYSDOT will offer the person an opportunity to respond. If the person fails to demonstrate that it has ceased its engagement in the investment which is in violation of the Act within 90 days after the determination of such violation, then NYSDOT shall take such action as may be appropriate including, but not limited to, imposing sanctions, seeking compliance, recovering damages, or declaring the Contractor in default. NYSDOT reserves the right to reject any request for assignment for an entity that appears on the prohibited entities list prior to the award of a contract, and to pursue a responsibility review with respect to any entity that is awarded a contract and appears on the prohibited entities list after contract award. Master Contract for Grants-Attachment A-1-Program Specific Terms and Conditions Page A-1-6 of A-1-6 Aviation Grants:Federally-Funded A-2 Federal Clauses—Aviation Grants-Federally-Funded ATTACHMENT A-2 FEDERALLY-FUNDED GRANTS AND REQUIREMENTS MANDATED BY FEDERAL LAWS I. FUNDING REQUIREMENTS-TAX EXEMPT BONDS A. 15-Month-Eligibility Window for Costs: In order to comply with applicable Federal Tax Law and to ensure compliance with all federal requirements for state bond issuances used to finance the Program thereunder; Contractor's payment applications must be for project costs paid not more than fifteen(15)months prior to the Contractor's execution of the then-current Program reimbursement request form. B. Special Extended Records Retention Requirements: 1. Under the U.S. Code of Federal Regulations, Part 26, federal tax law imposes certain strict requirements and covenants upon NYSDOT for bond issuances where State Aid is used to fund this Contract in whole or in part,,in order to allow such bond issuances to retain their tax-free status. 2. Therefore,in order to ensure that NYSDOT can meet these obligations and authorize the use of State Aid for the project, not withstanding any other provision of this Contract to the contrary,the Contractor must retain the following documents in connection with the Projects: a. Documents evidencing the specific assets financed with such proceeds, including documents evidencing the use and ownership of the property financed with proceeds of the bonds;and b. Documents,if any,evidencing the sale or other disposition of the financed property. 3. The Contractor covenants to retain those records described above which are used by it in connection with the administration of the Program for longer of the following periods: a. Five years after the useful life of the project;or b. Five years after the complete retirement of the Bonds used to finance the project; or c. If any of the Bonds are refunded with proceeds of tax-exempt obligations,five years after ' the date of complete retirement of such refunding. 4. Such records must be maintained in a manner that ensures complete access thereto for the applicable above-described period,either in hard copy or electronic format. H.SUPPLEMENTAL TITLE VI PROVISIONS-CIVIL RIGHTS ACT OF 1964: A. All projects funded in whole or in part with Federal-Aid and/or any State-Aid passed-through, provided by, or granted by the Department of Transportation, MUST comply with these Supplemental Title VI Provisions. During the performance of this contract, the contractor, for itself, its assignees and successors in interest (hereinafter referred to as the "contractor")agrees as follows: Master Contract for Grants-Attachment A-2—Federally-Funded Grants and Requirements Mandated by Federal Law Page A-2-1 of A-2-5 Aviation Grants:Federally-Funded A-2 Federal Clauses—Aviation Grants-Federally-Funded 1. Compliance with Regulations: The contractor shall comply with the Regulation relative to nondiscrimination in Federally assisted programs of the Department of Transportation of the United States,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,religion, age,color, sex or national origin, sex, age, and disability/handicap in the selection and retention of subcontractors, including procurements of materials and leases of equipment. The contractor shall not participate either directly or indirectly in the discrimination prohibited by 49 CFR, section 21.5 of the Regulations, including employment practices when the contract covers a program set forth in Appendix B of the Regulations. 3. Solicitations for Subcontractors, Including Procurements of Materials and Equipment: In all solicitations either by competitive bidding or negotiation made by the contractor for work to be performed under a subcontract,including procurements,of materials or leases of equipment,each potential subcontractor or supplier shall be notified by the contractor of the contractor's obligations under this contract and the Regulations relative to nondiscrimination on the grounds of race,color,or national origin,sex,age,and disability/handicap. 4. Information and Reports: The contractor shall provide all information and reports required by the Regulations or directives issued pursuant thereto,and shall permit access to its books,records, accounts, other sources of information, and its facilities as may be determined by NYSDOT or the Federal Aviation Administration (hereinafter FAA) to be pertinent to ascertain compliance with such Regulations,orders and instructions.Where any information required of a contractor is in the exclusive possession of another who fails or refuses to furnish this information the contractor shall so certify to NYSDOT's Office of Civil Rights or 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,NYSDOT shall impose such contract sanctions as it or the FAA may determine to be appropriate,including,but not limited to: a. Withholding of payments to the contractor under the contract until the contractor complies;and/or b. Cancellation,termination or suspension of the contract,in whole or in part. 6. Incorporation of Provisions: The contractor shall include the provisions of paragraphs (6) through (7) in every subcontract, including procurements of materials and leases of equipment, unless exempt by the Regulations,or directives issued pursuant thereto. 7. The contractor shall take such action with respect to any subcontractor procurement as NYSDOT or the FAA may direct as a means of enforcing such provisions including sanctions for non-compliance: Provided, however, that in the event a contractor becomes involved in, or is threatened with, litigation with a subcontractor or supplier as a result of such direction, the contractor may request NYSDOT to enter into such litigation to protect the interests of NYSDOT, and, in addition, the contractor may request the United States to enter into such litigation to protect the interests of the United States. Master Contract for Grants-Attachment A-2—Federally-Funded Grants and Requirements Mandated by Federal Law Page A-2-2 of A-2-5 Aviation Grants:Federally-Funded A-2 Federal Clauses—Aviation Grants-Federally-Funded M. FEDERAL AVIATION ADMINISTRATION(FAA)GRANT-RELATED PROVISIONS A. Project Completion: The Contractor agrees to complete and provide for the use of project facilities and equipment in accordance with Federal law, rules and the FAA Grant Agreements, or agreements with other Federal agencies, and the terms and conditions of this Master Contract. The Contractor shall commence and continue operation of the Project upon its completion and shall not discontinue operation or dispose of the Project without the approval of the Commissioner. The Contractor shall also provide for the payment of its share of the cost of the Project. B. State Share: The State share of project costs is fifty percent of the non-Federal costs to complete the Project approved by the Commissioner and procured in part through Federal funding. The maximum amount of the State's share of funding is as set forth in Schedule A. The Contractor agrees to apply for additional Federal assistance which may become available for the Project, subject to such conditions as the Commissioner may require, in order to maximize the amounts of Federal assistance received or to be received for all projects in the State. C. Compliance with FAA Grant: The Contractor will operate and maintain the Airport in full compliance with the terms of the FAA Grant Agreement and all the covenants made by the Contractor to the FAA are deemed made to the State by this Master Contract as if fully set forth herein. D. Compliance with Applicable Federal Laws: This Master Agreement covers the contractual obligations between the State and the Contractor pertaining to the provision of one-half of the non-federal share of federal Airport Improvement Programs(AIP)FAA or other federal grants to airports. Contractor hereby agrees to comply with all applicable federal laws, including,but not limited to the following: 1. NonDiscrimination/EEO/Disadvantaged Business Enterprise(DBE)Requirements 2. Federal Single Audit Requirements 3. The Catalog of Federal Domestic Assistance (CFDAI) Identification Number Requirements 4. Prompt Payment Requirements 5. 1273 Federal Construction Requirements www.cfda.gov/ Master Contract for Grants-Attachment A-2—Federally-Funded Grants and Requirements Mandated by Federal Law Page A-2-3 of A-2-5 Aviation Grants:Federally-Funded A-2 Federal Clauses—Aviation Grants-Federally-Funded E. Local Authorization: Pursuant to Federal, State and Local Law. In the event that any election, referendum, approval, permit, notice or other proceedings or authorization is requisite under applicable law to enable the Contractor to enter into this Master Contract or to undertake the Project hereunder, or to observe, assume, or carry out any of the provisions of this Master Contract, the Contractor will initiate and consummate, as provided by law, all actions necessary with respect to any such matters so requisite. F. Eligible Costs: To be aneligible project cost, for the purposes of computing the amount of a grant, an item that is paid or incurred must,in the opinion of the Commissioner: 1. Have been necessary to accomplish airport development in conformity with the FAA approved plans and specifications for an approved project and with the terms of the grant agreement for the project; 2. Be reasonable in amount; 3. Have been incurred after the effective date of the Master Contract, except for those costs incurred to apply for Federal funds; prepare project engineering reports, plans and specifications; to identify, describe and determine value of land acquisition required for the project such as surveys, title searches and abstracts, appraisals and legal fees and to acquire real property,and 4. Be supported by satisfactory evidence. 5. Be in conformance with generally-accepted accounting practices and shall use the cost allocation method(s) authorized under the Project's FAA Grant Agreement, and shall be consistent with the methods used by the Contractor to determine costs for other operations and programs. G. Termination: In the event of termination of the Federal Grant for which this Master Contract provides one-half of the non-federal match, the State's obligations under this Master Contract will be terminated accordingly. H. Manner of Performing Work: The work constituting the Project may be performed by the employment of the forces and the use of the equipment of the Contractor as authorized by the FAA. Master Contract for Grants-Attachment A-2—Federally-Funded Grants and Requirements Mandated by Federal Law Page A-24 of A-2-5 Aviation Grants:Federally-Funded A-2 Federal Clauses—Aviation Grants-Federally-Funded IV.CERTAIN NON-APPLICABLE PROVISIONS OF THE MASTER CONTRACT A. State Funds provided under this Contract are used to partially match the Project's primary funding provided by FAA, via a separate grant agreement between the Sponsor/Contractor and the FAA. As such,the following terms from the Master Contract for Grants, Standard Terms and Conditions Section shall not be in force for federally- aided grants issued by the New York State Department of Transportation for airport and aviation projects pursuant to Section 14-h of the Transportation Law. • Section III. PAYMENT AND REPORTING o Subsection A. Terms and Conditions: ■ Item 5 • Section IV. ADDITIONAL CONTRACTOR OBLIGATIONS, REPRESENTATIONS AND WARRANTIES o Subsection E. Records and Audits ■ Item 2. Cost Allocation -Last sentence o Subsection F. Confidentiality o Subsection G.Publicity Master Contract for Grants-Attachment A-2—Federally-Funded Grants and Requirements Mandated by Federal Law Page A-2-5 of A-2-5 Aviation Grants:Federally-Funded ATTACHMENT B-3 CAPITAL BASED BUDGET SUMMARY PROJECT NAME Elizabeth Field Airport Prepare an Airport Pavement Study CONTRACTOR SFS PAYEE NAME SO=OLD TOWN OF CONTRACT PERIOD From 07/21/2017 To 07/21/2027 +CATEGORVOFT" 'SSE r GATT MATCkI MATiCH% OTHER 'TOTAL FUNDS FUNDS FUNS 1.Scoping and Pre-Development $000 $000 0% $000 $000 2 Design $000 $000 0% $000 $000 3 Acquisition $000 $000 0% $000 $000 4 Construction $000 $000 0% $000 $000 5 Administration $000 $000 0% $000 $000 6 Working Capital/Reserves $000 $000 0% $000 $000 7 Other $3,625.00 $3,62500 100% $65,25000 $72,50000 TOTAL $3,62500 $3,62500 100% $65,25000 $72,50000 Contract Number # DOT01-T37302GG-3900283 Page 1 of 2,Attachment B-3-Capital Based Budget H ATTACHMENT B-3 CAPITAL BASED BUDGET DETAIL ITEM# QVIANIM UNIT PRICE CiIN Tt-TYPEIUESti2TPTIUN (WAPPLICABLE) QFAPPLICAULE) (WAPPUCABIX) TOTAL Prepare anAirport Pavement Study 091320 $72,50000 TOTAL $72,50000 Contract Number # DOTO1-T37302GG-3900283 Page 2 of 2,Attachment B-3-Capital Based Budget ATTACHMENT C-WORK PLAN SUMMARY PROJECT NAME Elizabeth Field Airport'Prepare an Airport Pavement Study CONTRACTOR SFS PAYEE NAME SOUTHOLD TOWN OF CONTRACT PERIOD From 07/21/2017 To 07/21/2027 Project Summary A high-level overview of the project,including the overall goal and desired outcomes 091320 Prepare an Airport Pavement Study Contract Number# DOTO1-T37302GG-3900283 Page I of I ,Attachment C-Work Plan Summary ATTACHMENT C-WORK PLAN DETAIL Oirjective . 1 091320 Tasks 1 Prepare an Airport Pavement Study-Total Project Costs=$72,500 Federal Share=$65,250 State Share=$3,625 Local Share=$3,625 Performance Measures 1 FAA Approved Grant-Received approved FAA Grant from grantee Contract Number # DOTO1-T37302GG-3900283 Page 1 of 1 ,Attachment C-Work Plan Detail 1 ATTACHMENT D PAYMENT AND REPORTING SCHEDULE I PAYMENT PROVISIONS In full consideration of contract services to be performed the State Agency agrees to pay and the Contractor agrees to accept a sum not to exceed the amount noted on the Face Page hereof All payments shall be in accordance with the budget contained in the applicable Attachment B form(Budget),which is attached hereto A.Advance Payment,Initial Payment and Recoupment Language(if applicable): 1 The State Agency will make an advance payment to the Contractor,during the initial period,in the amount of_ percent(_%)the budget as set forth in the most recently approved applicable Attachment B form(Budget) 2 The State Agency will make an initial payment to the Contractor in the amount of_percent %)ofthe annual budget asset forth in the most recently approved applicable Attached B form(Budget) This payment will be no later than days from the beginning of the budget period 3.Scheduled advance payments shall be due in accordance with an approved payment schedule as follows- Period Amount Due Date 4 Recoupment of any advance payment(s)or initial payment(s)shall be recovered by crediting(_/.)of subsequent claims and such claims will be reduced until the advance or initial payment is fully recovered within the contract period Contract Number # DOTOI-T37302GG-3900283 Page 1,Attachment D-Payment and Reporting Schedule B.Interim and/or Final Claims for Reimbursement Claiming Frequency Interim Reimbursement Number of Days/Claims For Quarterly,Monthly and Biannual Reimbursement Claim Frequency,the above field represents the number of days atter the claim period that the claim is due to the State from the Grantee For Interim Reimbursement as Requested by Contractor the Number of Days/Claims is not applicable For all other selected Claim Frequency,the Number of Days/Claims represents the number of claims due under the contract and listed in the table below. Expenditure Period Dates Due Date From To Contract Number # DOTO1-T37302GG-3900283 Page 2,Attachment D-Payment and Reporting Schedule II.REPORTING PROVISIONS A.Expenditure-Based Reports (select the applicable report type): ❑R Narrative/Qualitative Report The Contractor will submit,on a quarterly basis,not later than 1 days fi•om the end of the quarter,the report described in Section III(G)(2)(a)(i)of the Master Contract Statistical/Quantitative Report The Contractor will submit,on a quarterly basis,not later than_days from the end of the quarter,the report described in Section III(G)(2)(a)(ii)of the Master Contract. El Expenditure Report The Contractor will submit,on a quarterly basis,not later than_days after the end date for which reimbursement is being claimed,the report described in Section III(G)(2)(a)(iii)of the Master Contract. ❑X Final Report The Contractor will submit the final report as described in Section III(G)(2)(a)(iv)of the Master Contract,no later than 1 days after the end of the contract period. ❑ Consolidated Fiscal Report(CFR) i The Contractor will submit the CFR on an annual basis,in accordance with the time frames designated in the CFR manual. For New York City contractors,the due date shall be May 1 of each year;for Upstate and Long Island contractors,the due date shall be November 1 of each year. 1 The Consolidated Fiscal Reporting System is a standardized electronic reporting method accepted by Office of Alcoholism&Substance Services, Office of Mental Health,Office of Persons with Developmental Disabilities and the State Education Department,consisting of schedules which,in different combinations,capture financial information for budgets,quarterly and/or mid-year claims,an annual cost report,and a final claim The CFR,which must be submitted annually,is both a year-end cost report and a year-end claiming document Contract Number:# DOT01-T37302GG-3900283 Page 3,Attachment D-Payment and Reporting Schedule B.Progress-Based Reports 1.Progress Reports The Contractor shall provide the report described in Section III(G)(2)(b)(i)of the Master Contract in accordance with the forms and in the format provided by the State Agency,summarizing the work performed during the contract period (See Table 1 below for the annual schedule). 2.Final Progress Report Final scheduled payment will not be due until—days after completion of agency's audit of the final expenditures report/documentation showing total grant expenses submitted by vendor with its final invoice. Deadline for submission of the final report is_. The agency shall complete its audit and notify vendor of the results no later than _. The Contractor shall submit the report not later than_days from the end of the contract. C.Other Reports The Contractor shall provide reports in accordance with the form;content-and schedule as set forth in Table 1. Contract Number:# DOTO1-T37302GG-3900283 Page 4,Attachment D-Payment and Reporting Schedule TABLE 1-REPORTING SCHEDULE PRO,GRESS.REPORI'#a _'PERIOD COVERED - Dae Date` 1 2 3 4 5 6 7 8 9 10 11 12 III.SPECIAL PAYMENT AND REPORTING PROVISIONS Contract Number:# DOTO1-T37302GG-3900283 Page 5,Attachment D-Payment and Reporting Schedule I , egif Fat/( =� IN RECEIVED ° '- MAY - 9 2018 Office of the Town Attorney Southold Town Clerk Town of Southold Town Hall Annex, 54375 Route 25 P.O. Box 1179 Southold, New York 11971-0959 Telephone : 631-765-1939 Facsimile: 631-765-6639 MEMORANDUM To: Ms. Elizabeth A. Neville, Town Clerk From: Mary Silleck Secretary to the Town Attorney Date: May 4, 2018 Subject: Elizabeth Field Airport 2017 State Grant Agreement With respect to the above-referenced matter, I am enclosing the original Agreement together with the Resolution. If you have any questions regarding the enclosed, please do not hesitate to call me. Thank you. /ms Enclosures cc: Accounting