2008-2172008-217
Resolution Authorizing Receipt of Legislative Member Initiative Project Grant
At a regular meeting of the Town Board of the Town of Wappinger, Dutchess County,
New York, held at Town Hall, 20 Middlebush Road, Wappingers Falls, New York, on July 23,
2008.
The meeting was called to order by Christopher Colsey, Supervisor, and upon roll being
called, the following were present:
PRESENT: Supervisor
Councilmembers
ABSENT:
Christopher J. Colsey
William H. Beale
Vincent F. Bettina
Joseph P. Paoloni
Maureen McCarthy
The following Resolution was introduced by Councilman Bettina and seconded by
Councilman Beale.
WHEREAS, the installation of laptop computers in the vehicles of the Dutchess County
Sheriffs Department that patrol the Town of Wappinger would give deputies access to various
criminal information databases; and
WHEREAS, Assemblyman Joel Miller has committed to provide the Town of
Wappinger with a New York Legislative Member Item Grant in the amount of Fourteen
Thousand Dollars ($14,000) in order to purchase the equipment necessary to outfit two (2) Town
owned patrol vehicles with laptop computers; and
WHEREAS, the New York State Department of State Contract Administration Unit
requires that the Town execute Contract No. TM08581 in order to receive the Grant.
NOW, THEREFORE, BE IT RESOLVED:
1. The recitations above set forth are incorporated in this Resolution as if fully set
forth and adopted herein.
2. The Town Board hereby accepts the terms and conditions set forth and contained
in the Contract No. TM08581, a copy of which is annexed hereto as Exhibit A.
3. The Supervisor of the Town, Christopher Colsey, is hereby directed and
authorized to execute Contract No. TM08581 on behalf of the Town of Wappinger.
4. The Town Board directs that the funds received from this Grant be expended in
accordance with the terms of Contract No. TM08581 and this Resolution.
The foregoing was put to a vote which resulted as follows:
CHRISTOPHER COLSEY, SUPERVISOR Voting: AYE
WILLIAM H. BEALE, COUNCILMAN Voting: AYE
VINCENT F. BETTINA, COUNCILMAN Voting: AYE
MAUREEN McCARTHY, COUNCILWOMAN Voting: ABSENT
JOSEPH P. PAOLONI, COUNCILMAN Voting: AYE
Dated: Wappingers Falls, New York
7/23/2008
The Resolution is hereby duly declared adopted.
OHACMASTERSON, TOWN CLERK
DAVID A. PATERSON
GOVERNOR
STATE OF NEW YORK
DEPARTMENT OF STATE
ONE COMMERCE PLAZA
99 WASHINGTON AVENUE
ALBANY, NY 12231-0001
May 29, 2008
Mr. Christopher Colsey
Town of Wappinger
20 Middlebush Road
Wappingers Falls, New York 12590
Dear Mr. Colsey:
RE: Community Projects Appropriation Contract #TM08581
Lf�
LORRAINE A. CORTts-VAZQUEZ
SECRETARY OF STATE
Supervisor Office
JUN 022008
Received
The State of New York has awarded your organization $14,000.00 for the purpose described in the
Legislative Initiative Form enclosed with this letter.
If there is a change in the purpose of the initiative, please contact your legislative sponsor. The sponsor's
finance committee must inform the Contract Administration Unit of the Department of State of any
changes in the purpose of the project.
To complete the Contract, please follow the enclosed "Legislative Member Initiative Project Instruction
Sheet". Enter all information as requested and submit the completed package to our address listed in the
Instructions.
A copy of the fully -executed Contract along with payment request forms and instructions for obtaining
reimbursement will be returned to you.
Please keep in mind that reimbursement of eligible costs can only be made after the Contract is approved
and returned by the State.
If you have any questions or need assistance in completing these forms, please contact my staff in
the Contract Administration Unit at 518-486-3905, by fax at 518-474-4777 or by e-mail at
Kim. Conklin@dos. state.ny.us.
Sincerely,
Kimberly A. Landry �{
KAL:vb Director of Financial Administration
Enclosures
WWW.DOS.STATE.NY.US - E-MAIL: INFO@DOS.STATE.NY.US
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P 56 7, �-►-r�e 5-1-
2008-09
—
Assembly Minority Initiative Form
Project Title: TOWN OF WAPPINGER
(Incorporated name of Organization)
Project Description: FUNDS WILL BE USED FOR MOBILE DATA
TERMINALS AND ALL NECESSARY EQUIPMENT TO INSTALL AND
OPERATE THEM
Funding Level: $14,000
Requested Agency to Administer Program:
DEPARTMENT OF STATE
Program Contact Information:
Name: CHRISTOPHER COLSEY
Address: 20 MIDDLEBUSH ROAD
WAPPINGERS FALLS, NY 12590
Phone: 845-297-2744
Assemblyperson: MILLER -J
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Date: ��`� " �g Signature:
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N
DAVID A. PATERSON
GOVERNOR
Mr. Christopher Colsey
Town of Wappinger
20 Middlebush Road
Wappingers Falls, New York 12590
Dear Mr. Colsey:
STATE OF NEW YORK
DEPARTMENT OF STATE
ONE COMMERCE PLAZA
99 WASHINGTON AVENUE
ALBANY, NY 12231-0001
May 29, 2008
RE: Community Projects Appropriation Contract #TM08581
LORRAINE A. CORTEs-VAZOUEZ
SECRETARY OF STATE
Supervisor Office
JUN 022008
Received
The State of New York has awarded your organization $14,000.00 for the purpose described in the
Legislative Initiative Form enclosed with this letter.
If there is a change in the purpose of the initiative, please contact your legislative sponsor. The sponsor's
finance committee must inform the Contract Administration Unit of the Department of State of any
changes in the purpose of the project.
To complete the Contract, please follow the enclosed "Legislative Member Initiative Project Instruction
Sheet". Enter all information as requested and submit the completed package to our address listed in the
Instructions.
A copy of the fully -executed Contract along with payment request forms and instructions for obtaining
reimbursement will be returned to you.
Please keep in mind that reimbursement of eligible costs can only be made after the Contract is approved
and returned by the State.
If you have any questions or need assistance in completing these forms, please contact my staff in
the Contract Administration Unit at 518-486-3905, by fax at 518-474-4777 or by e-mail at
Kim. Conklin@dos. state.ny.us.
Sincerely,
p ,
Kimberly A. Landry
KAL:vb Director of Financial Administration
Enclosures
WWW.DOS.STATE.NYMS • E-MAIL: INFOO@DOS.STATE.NY.US
0� C�Oce
P 567, 5-
2008-09
2008-09
Assembly Minority Initiative Form
Project Title: TOWN OF WAPPINGER
(Incorporated name of Organization)
Project Description: FUNDS WILL BE USED FOR MOBILE DATA
TERMINALS AND ALL NECESSARY EQUIPMENT TO INSTALL AND
OPERATE THEM
Funding Level: $14,000
Requested Agency to Administer Program:
DEPARTMENT OF STATE
Program Contact Information:
Name: CHRISTOPHER COLSEY
Address: 20 MIDDLEBUSH ROAD
WAPPINGERS FALLS, NY 12590
Phone: 845-297-2744
Assemblyperson: MILLER -J
~Hate:
►'i'�S -' �g Signature:
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2008-2009
LEGISLATIVE MEMBER INITIATIVE
PROJECT INSTRUCTION SHEET
In order to prepare a formal Project Agreement between the Department of State and the
Recipient of funds, it is critical that you read and familiarize yourself with the instructions
outlined on the following pages. Note that all information should be typewritten or neatly
printed and that incomplete or inadequate documents will be returned to the applicant. In
order to verify original signatures, we ask that you please do not use black ink when
signing the documents. Additional copies may be made by the Recipient if necessary.
Enclosed you will find the following:
• Contract Face Page, three Signature and Notary Pages, State of New York Agreement
and Appendices A, Al, B, C, D, E and X. The entire document MUST be returned
for processing.
• A copy of the Intent Form the Legislature sent to the Department of State is enclosed for
your information. If a change in intent is needed, please contact your legislative
sponsor. The sponsor's finance committee must inform the Department of State in
writing of any changes in the purpose of the Project.
NOTE: If the prospective contractor is a non-governmental entity, a Vendor (Contractor)
Responsibility Questionnaire and a Certification Appendix are included in this package. The
Questionnaire and Certification Appendix MUST be completed and returned with the
contract.
Governmental entities exempt from these requirements are: State and Federal agencies,
counties, cities, towns, villages, school, fire, water and sewer districts, municipal fire
departments, public libraries, BOLES, VEEBS, Public Colleges and Universities.
Please read the entire contract document carefully, paying special attention to
Appendix C, Payment Schedule. This is a true reimbursement contract. Check
numbers must be provided in order to receive reimbursement This Payment Schedule
was designed for you to select a payment option that best meets the needs of your
organization and project. Following the instructions outlined below, complete each
section or Appendix. If there are any questions, please call the Contract
Administration Unit at 518-486-3905.
CONTRACT FACE PAGE
The shaded areas have been or will be completed by the Department of State. Please
complete all other areas following these instructions:
Box 1 Contractor - The Department of State has completed the Recipient's name as
provided to us by the legislative sponsor. Under the name, enter the organization's
business address. If the Recipient's name as typed is not the legal name of the
organization, please call the Contract Administration Unit at 518-486-3905 for
instructions.
Box 2 Federal Tax Identification Number - Nine -digit number provided by the Federal
Internal Revenue Service which is used to report federal withholding taxes to the
government. This number is required regardless of whether or not you have
employees. To apply for one of these numbers, call 1-800-829-3676 and ask for
Form SS4.
Box 3 Status: Sectarian Statement - This statement is in regard to the sectarian nature of
all contracting institutions and their projects; that is, whether your organization and
project has, as one of its purposes, the advancement of a particular religion. Check
the response that pertains to your organization and project.
If your organization is sectarian in nature, yet the purpose of this particular project
is secular (non-sectarian), you must provide written explanation in your project
narrative justifying as to how the project complies with the Federal Constitution as
it pertains to the separation of Church and State.
Not -for -Profit Statement - Check the response that pertains to your organization.
Box 4 Charities Registration and Estates, Powers and Trusts Laws Reporting:
See Contract Appendix E.
Charities Registration Number - Six -digit number provided by the New York
State Attorney General, Charities Registration Bureau. Article 7A of the New York
State Executive Law requires that, subject to certain specified exemptions, all non-
profit organizations which intend to solicit and actually receive contributions of
$25,000 or more from persons in the State or from any governmental agency by any
means whatsoever or utilize the services of a solicitation, file for registration with
the Office of Charities Registration. If your organization is exempt from the
requirements of Article 7A, please specify the provision of Article 7A which
provides the exemption or provide a letter of exemption from the Office of Charities
Registration.
The list of exemptions can be found in the contract on page E-2. Place the complete
number of the exemption being claimed in the Exemption section (E-2) of Box 4.
I
Estates, Powers and Trusts - Please see contract Appendix E for further
information. If your organization is exempt from the reporting requirements (list
of exemptions can be found in the contract on page E-3) place the complete number
of the claimed exemption in the Exemption section (E-3) of Box 4.
Box 5 If you did not claim an exemption to BOTH items in Box 4, check the applicable
section of the statement.
If you have any questions regarding these statutory requirements or you would like
to verify the status of your organization, you may call or write:
Office of the Attorney General
Charities Registration Bureau
120 Broadway
New York, New York 10271
212-416-8400 / 212-416-8401
The shaded areas have been or will be completed by the Department of State. The following
is just for your information:
New York State Comptroller's Number -
Agreement by the Department of State.
correspondence and phone inquiries.
The unique contract number assigned to this
This number should be referenced on all
Initial Contract Period - The time period during which project activities are to be
conducted and project costs incurred. Activities and related costs occurring outside of this
time period will not be eligible for reimbursement.
Funding Amount for the Initial Period - The amount of funds authorized by the New York
State Legislature for this project.
Municipality Number - This is a 12 -digit number assigned to municipalities by the Office
of the State Comptroller and is used internally to code contract and voucher documents. The
Department of State's Contract Administration Unit will complete this item, when
applicable.
3
SIGNATURE AND NOTARY PAGE
Under Contractor section, the first two lines are for the Recipient's legal name as it appears
on the CONTRACT FACE PAGE. Next to "By:," the official authorized to sign
documents on behalf of the organization must sign his/her name and print their name on the
line below.
If the contractor is a municipality, the contract must be signed by an elected official of
the municipality.
The individual's title and date signed must also be completed on the lines provided. We
must be able to verify original signatures. DO NOT USE BLACK INK.
The Notary Public must fully complete the applicable paragraph including the expiration
date of his/her commission and the county of authorization.
The extra sets of Signature and Notary Pages should be completed as outlined above. The
pages will be inserted into a duplicate Agreement and forwarded to the Department of State
for processing. Please do not make any corrections to these pages. If you make a mistake,
do not cross out or use white-out. Please call the Contract Administration unit at (518) 486-
3905, and we will send you new pages.
APPENDIX B: BUDGET
Please complete the enclosed Budget Summary Sheet and Budget Detail Sheet for all
categories for which you will be requesting reimbursement and put -0- on the Total line of
each category for which no costs are budgeted. Additional pages may be attached as
needed. The sum of all categories must equal the Funding Amount as set forth on the
CONTRACT FACE PAGE. For each category, indicate on the Detail Sheets the types of
items or services being purchased and the estimated cost of each. Equipment is limited to
those items that exceed $200.00 each or have a useful life of more than I year. The
Contractual Services category includes items such as telephone, postage, rent, utilities,
rental or repairs to equipment, lease of equipment, sub -contracted services and construction
costs. For the equipment category, each piece of equipment being purchased must be
itemized by specific description (type and model) and cost.
In the remaining budget categories, it is not necessary to list each specific item to be
purchased. Like items such as office supplies and printing supplies can be combined, and
the estimated costs for each like item must be provided. It is unacceptable to use terms
such as "Miscellaneous," "Etcetera" or "Other" when listing items or services.
M
Please keep in mind that expenditures eligible for reimbursement must be incurred
(goods or services received) during the Contract Period as set forth on the Contract
Face Page and must be paid for prior to seeking reimbursement.
Certain expenditures are not eligible for funding unless specified in State budget
appropriation language. These items include, but are not limited to:
• Alcohol
• Out -of -State or Out -of -Country Travel
• Prizes and Awards
• Honoraria in Excess of $100 per Event
• Lobbying Expenses
• Fund Raising Events
• Fines and Penalties
• Taxes
• Deficit Funding
• Land
• Contingencies
APPENDIX D: PROGRAM WORKPLAN
1. Recipient Organization Name - The Recipient of funds as indicated on CONTRACT
FACE PAGE.
2. Type - Indicate type of recipient organization according to the following:
B: Minority -Owned Business Enterprise
M: Municipality
N: Not -for -Profit Organization
W: Women -Owned Business Enterprise
L: Special Use District (Fire, Water, etc.)
X: Other
3. Program Contact Person - The name and daytime phone number of a person who can
answer questions regarding the project and/or forms completion.
4. Narrative:
Please describe in detail only the project activities to be financed with the funding
provided under this Agreement. All proposed project activities must be consistent
with and in direct support of the purpose of the appropriation as approved by the State
Legislature and as set forth on the enclosed Legislative Initiative Form.
5
The Narrative must address each cost category in Appendix B in which you have
budgeted funds and must clearly explain how and why the proposed expenditures are
necessary for carrying -out the purpose of the appropriation as set forth in the enclosed
Legislative Initiative Form.
For example, if you intend to purchase equipment or supplies and materials, please
explain what it is you are buying, what purpose does it serve and where will it be
maintained or stored. If you anticipate that this item will have to be purchased from
a particular vendor, please explain.
If funds are going to be used to pay salaries and/or fringe benefits, please explain, by
title, how the activities of those individuals being employed relate to the conduct of
the project and the period of time that the salaries will cover.
If funds are going to be used for program development or implementation, please
explain what kind of program, who is involved, what your goals are and how the
proposed activities are necessary for achieving those goals.
If funds are going to be used to obtain contractual services, please provide the
Department with a detailed description of the services, an explanation as to why you
must contract out and how these services are necessary for the success of the project.
If your organization is sectarian in nature, explain the secular (non-sectarian) purpose
of this particular project and provide justification as to how it complies with the
Federal Constitution as it pertains to the separation of Church and State.
APPENDIX X: MODIFICATION AGREEMENT FORM
This form is NOT to be completed at this time; however, it is part of the Agreement and
must remain attached. Since it will be going through the approval process as part of the
Agreement, this format will already be approved in the event this Agreement needs to be
modified in the future for language, funding or extension purposes. At such time, you
will receive instructions as to how to proceed with this Modification Form.
The entire contract, consisting of the following forms, must be returned to us for
processing:
• Completed CONTRACT FACE PAGE
• Three original Signature Pages
• State of New York Agreement
• Appendix A
• Appendix A 1
• Completed Appendix B
• Appendix C
• Completed Appendix D
• Appendix E
• BLANK Appendix X
IN ADDITION: If a Vendor Responsibility Questionnaire and Certification Appendix
were included with this package they MUST be completed and returned with the contract.
Send the completed documents to:
New York State Department of State
Contract Administration Unit - LMI
One Commerce Plaza, I 1 `h Floor
99 Washington Avenue
Albany, New York 1223 1 -0001
CONTRACT FACE PAGE
STATE AGENCY
New York State Department of State
One Commerce Plaza, 99 Washington Avenue
Albany, New York 12231
BOX 1 - CONTRACTOR (Name and Business Address)
Town of Wappinger
BOX 2 - FEDERAL TAX ID NUMBER
BOX 3 - STATUS
Sectarian entity? Yes —No
Not-for-profit organization? Yes No
BOX 4 - CHARITIES REGISTRATION NUMBER _ _ - _ _ - _ _ / EXEMPTION (E-2) -
ESTATES, POWERS AND TRUSTS LAWS REPORTING EXEMPTION (E-3) - _ _
BOX 5 - If you did not claim an exemption to both of the items in Box 4, you must check the applicable
response in the following:
Contractor has _ / has not _ timely filed with the Attorney General's Charities Bureau all required
periodic or annual written reports.
APPENDICES ATTACHED TO AND PART OF THIS AGREEMENT
APPENDIX A: Standard Clauses as Required by the Attorney General for all State Contracts
APPENDIX A1: Agency -specific Clauses
APPENDIX B: Budget
APPENDIX C: Payment and Reporting Schedule
APPENDIX D: Program Workplan
APPENDIX E: Charities Bureau Registration and Reporting Exemptions
APPENDIX X: Modification Agreement Form (to accompany modified appendices for changes in term or
consideration on an existing period or for renewal periods)
LVVO-4VV7 L1Vil
SIGNATURE PAGE
IN WITNESS THEREOF, the parties hereto have executed or approved this AGREEMENT on the dates below
their signatures.
CONTRACTOR
By:
(Print Name)
Title:
Date:
STATE OF NEW YORK)
COUNTY OF ) ss.:
CONTRACT #TM08581
STATE AGENCY
New York State Department of State
(Print Name)
Title:
Date:
State Agency Certification
"In addition to the acceptance of this Contract, I also certify
that original copies of this signature page will be attached
to all other exact copies of this Contract."
On this day of , in the year 20 , before me personally
appeared , to me known, who being by
me duly sworn, did depose and say that he/she is the of
, the organization described
in and which executed the above instrument; and that he/she has the authority to sign on behalf of
said organization; and that he/she executed the foregoing agreement for and in behalf of said
organization.
APPROVED:
Attorney General:
Notary Public
Thomas P. DiNapoli
State Comptroller:
LO -A
Date: Date:
SIGNATURE PAGE
IN WITNESS THEREOF, the parties hereto have executed or approved this AGREEMENT on the dates below
their signatures.
CONTRACTOR
By:
(Print Name)
Title:
Date:
STATE OF NEW YORK)
COUNTY OF ) ss.:
CONTRACT #TM08581
STATE AGENCY
New York State Department of State
(Print Name)
Title:
Date:
State Agency Certification
"In addition to the acceptance of this Contract, I also certify
that original copies of this signature page will be attached
to all other exact copies of this Contract."
On this day of , in the year 20 , before me personally
appeared , to me known, who being by
me duly sworn, did depose and say that he/she is the of
, the organization described
in and which executed the above instrument; and that he/she has the authority to sign on behalf of
said organization; and that he/she executed the foregoing agreement for and in behalf of said
organization.
APPROVED:
Attorney General:
Notary Public
Thomas P. DiNapoli
State Comptroller:
By: By:
Date: Date:
SIGNATURE PAGE
IN WITNESS THEREOF, the parties hereto have executed or approved this AGREEMENT on the dates below
their signatures.
CONTRACT #TM08581
CONTRACTOR STATE AGENCY
New York State Department of State
By:
By:
(Print Name)
Title:
(Print Name)
Title: Date:
Date: State Agency Certification
"In addition to the acceptance of this Contract, I also certify
that original copies of this signature page will be attached
to all other exact copies of this Contract."
STATE OF NEW YORK)
COUNTY OF ) ss.:
On this day of , in the year 20 , before me personally
appeared , to me known, who being by
me duly sworn, did depose and say that he/she is the of
, the organization described
in and which executed the above instrument; and that he/she has the authority to sign on behalf of
said organization; and that he/she executed the foregoing agreement for and in behalf of said
organization.
APPROVED:
Attorney General:
Notary Public
Thomas P. DiNapoli
State Comptroller:
By: By:
Date: Date:
STATE OF NEW YORK
AGREEMENT
This AGREEMENT is hereby made by and between the State of New York agency
(STATE) and the public or private agency (CONTRACTOR) identified on the face page
hereof.
WITNESSETH:
WHEREAS, the STATE has the authority to regulate and provide funding for the
establishment and operation of program services and desires to contract with skilled parties
possessing the necessary resources to provide such services; and
WHEREAS, the CONTRACTOR is ready, willing and able to provide such program
services and possesses or can make available all necessary qualified personnel, licenses,
facilities and expertise to perform or have performed the services required pursuant to the terms
of this AGREEMENT;
NOW, THEREFORE, in consideration of the promises, responsibilities and covenants
herein, the STATE and the CONTRACTOR agree as follows:
Conditions of Agreement
A. This AGREEMENT may consist of successive periods (PERIOD), as specified within
the AGREEMENT or within a subsequent Modification Agreement(s) (Appendix X).
Each additional or superseding PERIOD shall be on the forms specified by the
particular State agency, and shall be incorporated into this AGREEMENT.
B. Funding for the first PERIOD shall not exceed the funding amount specified on the
face page hereof. Funding for each subsequent PERIOD, if any, shall not exceed the
amount specified in the appropriate appendix for that PERIOD.
C. This AGREEMENT incorporates the face pages attached and all of the marked
appendices identified on the face page hereof.
D. For each succeeding PERIOD of this AGREEMENT, the parties shall prepare new
appendices, to the extent that any require modification, and a Modification Agreement
(the attached Appendix X is the blank form to be used). Any terms of this
AGREEMENT not modified shall remain in effect for each PERIOD of the
AGREEMENT.
To modify the AGREEMENT within an existing PERIOD, the parties shall revise or
complete the appropriate appendix form(s). Any change in the amount of consideration
2
to be paid, or change in the term, is subject to the approval of the Office of the State
comptroller. Any other modifications shall be processed in accordance with agency
guidelines as stated in Appendix Al.
E. The CONTRACTOR shall perform all services to the satisfaction of the STATE. The
CONTRACTOR shall provide services and meet the program objectives summarized in
the Program Workplan (Appendix D) in accordance with: provisions of the
AGREEMENT; relevant laws, rules and regulations, administrative and fiscal
guidelines; and where applicable, operating certificates for facilities or licenses for an
activity or program.
F. If the CONTRACTOR enters into subcontracts for the performance of work pursuant to
this AGREEMENT, 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 this AGREEMENT. No contractual relationship shall be deemed to
exist between the subcontractor and the STATE.
G. Appendix A (Standard Clauses as required by the Attorney General for all State
contracts) takes precedence over all other parts of the AGREEMENT.
II. Payment and Reporting
A. The CONTRACTOR, to be eligible for payment, shall submit to the STATE's
designated payment office (identified in Appendix C) any appropriate documentation
as required by the Payment and Reporting Schedule (Appendix C) and by agency fiscal
guidelines, in a manner acceptable to the STATE.
B. The STATE shall make payments and any reconciliations in accordance with the
Payment and Reporting Schedule (Appendix Q. The STATE shall pay the
CONTRACTOR, in consideration of contract services for a given PERIOD, a sum not
to exceed the amount noted on the face page hereof or in the respective Appendix
designating the payment amount for that given PERIOD. This sum shall not duplicate
reimbursement from other sources for CONTRACTOR costs and services provided
pursuant to this AGREEMENT.
C. The CONTRACTOR shall meet the audit requirements specified by the STATE.
III. Terminations
A. This AGREEMENT may be terminated at any time upon mutual written consent of the
STATE and the CONTRACTOR.
B. The STATE may terminate the AGREEMENT immediately, upon written notice of
3
termination to the CONTRACTOR, if the CONTRACTOR fails to comply with the
terms and conditions of this AGREEMENT and/or with any laws, rules, regulations,
policies or procedures affecting this AGREEMENT.
C. The STATE may also terminate this AGREEMENT for any reason in accordance with
provisions set forth in Appendix Al.
D. Written notice of termination, where required, shall be sent by personal messenger
service or by certified mail, return receipt requested. The termination shall be effective
in accordance with the terms of the notice.
E. 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.
F. The STATE shall be responsible for payment on claims pursuant to services provided
and costs incurred pursuant to terms of the AGREEMENT. In no event shall the
STATE be liable for expenses and obligations arising from the program(s) in this
AGREEMENT after the termination date.
IV. Indemnification
A. 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 AGREEMENT. The CONTRACTOR shall indemnify and hold
harmless the STATE and its officers and employees from claims, suits, actions,
damages and costs of every nature arising out of the provision of services pursuant to
this AGREEMENT.
B. The CONTRACTOR is an independent contractor 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.
V. Property
Any equipment, furniture, supplies or other property purchased pursuant to this
AGREEMENT is deemed to be the property of the STATE except as may otherwise be
governed by Federal or State laws, rules or regulations, or as stated in Appendix A 1.
VI. Safeguards for Services and Confidentiality
In
A. Services performed pursuant to this AGREEMENT 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.
B. Funds provided pursuant to this AGREEMENT shall not be used for any partisan
political activity, or for activities that may influence legislation or the election or defeat
of any candidate for public office.
C. Information relating to individuals who may receive services pursuant to this
AGREEMENT shall be maintained and used only for the purposes intended under the
Contract and in conformity with applicable provisions of laws and regulations, or
specified in Appendix Al.
D. CONTRACTOR shall comply with provisions of the New York State Information
Security Breach and Notification Act (General Business Law Section 899 -aa; State
Technology Law Section 208). CONTRACTOR shall be liable for the costs associated
with such breach if caused by CONTRACTOR's negligent or willful acts or omissions,
or the negligent or willful acts or omissions of CONTRACTOR's agents, officers,
employees or subcontractors.
APPENDIX A
Standard Clauses for All New York State Contracts
The parties to the attached contract, license, lease, amendment or other
agreement of any kind (hereinafter, "the contract" or "this contract")
agree to be bound by the following clauses which are hereby made a part
of the contract (the word "Contractor" herein refers to any party other
than the State, whether a contractor, licenser, licensee, lessor, lessee or
any other party):
1. EXECUTORY CLAUSE. In accordance with Section 41 of the
State Finance Law, the State shall have no liability under this contract to
the Contractor or to anyone else beyond funds appropriated and available
for this contract.
2. NON -ASSIGNMENT CLAUSE. In accordance with Section 138 of
the State Finance Law, this contract may not be assigned by the
Contractor or its right, title or interest therein assigned, transferred
conveyed, sublet or otherwise disposed of without the previous consent,
in writing, of the State and any attempts to assign the contract without
the State's written consent are null and void The Contractor may,
however, assign its right to receive payment without the State's prior
written consent unless this contract concerns Certificates of Participation
pursuant to Article 5-A of the State Finance Law.
3. COMPTROLLER'S APPROVAL In accordance with Section 112
of the State Finance Law (or, if this contract is with the State University
or City University of New York, Section 355 or Section 6218 of the
Education Law), if this contract exceeds $50,000 (or the minimum
thresholds agreed to by the Office of the State Comptroller for certain
S.U.N.Y. and C.U.N.Y. contracts), or if this is an amendment for any
amount to a contract which, as so amended, exceeds said statutory
amount, or if, by this contract, the State agrees to give something other
than money 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 the State Comptroller and
filed in his office. Comptroller's approval of contracts let by the Office
of General Services is required when such contracts exceed $85,000
(State Finance Law Section 163.6a).
4. WORKERS' COMPENSATION BENEFITS. In accordance with
Section 142 of the State Finance Law, this contract shall be void and of
no force and effect unless the Contractor shall provide and maintain
coverage during the life of this contract for the benefit of such employees
as are required to be covered by the provisions of the Workers'
Compensation Law.
5. NON-DISCRIMINATION REQUIREMENTS. To the extend
required by Article 15 of the Executive Law (also known as the Human
Rights Law) and all other State and Federal statutory and constitutional
non-discrimination provisions, the Contractor will not discriminate
against any employee or applicant for employment because of race,
creed, color, sex, national origin, sexual orientation, age, disability or
marital status. Furthermore, in accordance with Section 220-e of the
Labor Law, if this is a contract for the construction, alteration or repair of
any public building or public work or for the manufacture, sale or
distribution of materials, equipment or supplies, and to the extent that
this contract shall be performed within the State of New York,
Contractor agrees that neither it nor its subcontractors shall, by reason of
race, creed, color, disability, sex, or national origin: (a) discriminate in
hiring against any New York State citizen who is qualified and available
to perfonn the work; or (b) discriminate against or intimidate any
employee hired for the performance of work under this contract. if this is
.Tune 2006
A-1
a building service contract as defined in Section 230 of the Labor Law,
then, in accordance with Section 239 thereof, Contractor agrees that
neither it nor its subcontractors shall by reason of race, creed, color,
national origin, age, sex, or disability: (a) discriminate in hiring against
any New York State citizen who is qualified and available to perform the
work; or (b) discriminate against or intimidate any employee hired for
the performance of work under this contract. Contractor is subject to
fines of $50.00 per person per day for any violation of Section 220-e or
Section 239 as well as possible termination of this contract and forfeiture
of all moneys due hereunder for a second or subsequent violation.
6. WAGE AND HOURS PROVISIONS. If this is a public work
contract covered by Article 8 of the Labor Law or a building service
contract covered by Article 9 thereof, neither Contractor's employees nor
the employees of its subcontractors may be required or permitted to work
more than the number of hours or days stated in said 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.
7. NON -COLLUSIVE BIDDING REQUIREMENT. In accordance
with Section 139-d of the State Finance Law, if this contract was
awarded based upon the submission of bids, Contractor warrants, under
penalty of perjury, that its bid was arrived at independently and without
collusion aimed at restricting competition. Contractor further warrants
that, at the time Contractor submitted its bid, an authorized and
responsible person executed and delivered to the State a non -collusive
bidding certification on Contractor's behalf.
8. INTERNATIONAL BOYCOTT PROHIBITION. In accordance
with Section 220-f of the Labor Law and Section 139-h of the State
Finance Law, if this contract exceeds $5,000, the Contractor agrees, as a
material condition of the contract, that neither the Contractor nor any
substantially owned or affiliated person, firm, partnership or corporation
has participated, is participating, or shall participate in an international
boycott in violation of the federal Export Administration Act of 1979 (50
USC App. Sections 2401 et seq.) or regulations thereunder. If such
Contractor, or any of the aforesaid affiliates of Contractor, is convicted
or is otherwise found to have violated said laws or regulations upon the
final determination of the United States Commerce Department or any
other appropriate agency of the United States subsequent to the
contractors execution, such contract, amendment or modification thereto
shall be rendered forfeit and void. The Contractor shall so notify the
State Comptroller within five (5) business days of such conviction,
determination or disposition of appeal (2NYCRR 105.4).
9. 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 this contract up to any
amounts due and owing to the State with regard to this contract, any
other contract with any State department or agency, including any
contract for a term commencing prior to the term of this contract, plus
any amounts due and owing to the State for any other reason including,
without limitation, tax delinquencies, fee delinquencies or monetary
penalties relative thereto.
The State shall exercise its set-off rights in accordance with normal State
practices including, in cases of set-off pursuant to an audit, the
finalization of such audit by the State agency, its representatives, or the
State Comptroller.
10. RECORDS. The Contractor shall establish and maintain complete
and accurate books, records, documents, accounts and other evidence
directly pertinent to performance under this contract (hereinafter,
collectively, "the Records"). The Records must be kept for the balance of
the calendar year in which they were made and for six (6) additional
years thereafter. The State Comptroller, the Attorney General and any
other person or entity authorized to conduct an examination, as well as
the agency or agencies involved in this contract, shall have access to the
Records during normal business hours at an office of the Contractor
within the State of New York or, if no such office is available, at a
mutually agreeable and reasonable venue within the State, for the term
specified above for the purposes of inspection, auditing and copying. The
State shall take reasonable steps to protect from public disclosure any of
the Records which are exempt from disclosure under Section 87 of the
Public Officers Law (the "Statute") provided that: (1) the Contractor shall
timely inform an appropriate State official, in writing, that said records
should not be disclosed; and (ii) said records shall be sufficiently
identified; and (iii) designation of said records as exempt under the
Statute is reasonable. Nothing contained herein shall diminish, or in any
way adversely affect, the State's right to discovery in any pending or
future litigation.
11. IDENTIFYING INFORMATION AND PRIVACY NOTIFICA-
TION. (a) FEDERAL EMPLOYER IDENTIFICATION NUMBER
and/or FEDERAL SOCIAL SECURITY NUMBER. All invoices or
New York State standard vouchers submitted for payment for the sale of
goods or services or the lease of real or personal property to a New York
State agency must include the payee's identification number, i.e., the
seller's or lessor's identification number. The number is either the payee's
Federal employer identification number or Federal social security
number, or both such numbers when the payee has both such numbers.
Failure to include this number or numbers may delay payment. Where
the payee does not have such number or numbers, the payee, on its
invoice or New York State standard voucher, must give the reason or
reasons why the payee does not have such number or numbers.
(b) PRIVACY NOTIFICATION. (1) The authority to request the above
personal information from a seller of goods or services or a lessor of real
or personal property, and the authority to maintain such information, is
found in Section 5 of the State Tax Law. Disclosure of this information
by the seller or lessor to the State is mandatory. The principal purpose for
which the information is collected is to enable the State to identify
individuals, businesses and others who have been delinquent in filing tax
returns or may have understated their tax liabilities and to generally
identify persons affected by the taxes administered by the Commissioner
of Taxation and Finance. The information will be used for tax
administration purposes and for any other purpose authorized by law.
(2) The personal information is requested by the purchasing unit of the
agency contracting to purchase the goods or services or lease the real or
personal property covered by this contract or lease. The information is
maintained in New York State's Central Accounting System by the
Director of Accounting Operations, Office of the State Comptroller, 110
State Street, Albany, New York 12236.
12. EQUAL EMPLOYMENT OPPORTUNITIES FOR
MINORITIES AND WOMEN. In accordance with Section 312 of the
Executive Law, if this contract is: (1) a written agreement or purchase
order instrument, providing for a total expenditure in excess of
$25,000.00, whereby a contracting agency is committed to expend or
does expend funds in return for labor, services, supplies, equipment,
June 2006
A-2
materials or any combination of the foregoing, to be performed for, or
rendered or furnished to the contracting agency; or (ii) a written
agreement in excess of $100,000.00 whereby a contracting agency is
committed to 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 ren -ovation of real
property and improvements thereon for such project, then:
(a) The Contractor will not discriminate against employees or applicants
for employment because of race, creed, color, national origin, sex, age,
disability or marital status, and will undertake or continue existing
programs of affirmative action to ensure that minority group members
and women are afforded equal employment opportunities without
discrimination. Affirmative action shall mean recruitment, employment,
job assignment, promotion, upgradings, demotion, transfer, layoff, or
termination and rates of pay or other forms of compensation;
(b) at the request of the contracting agency, the Contractor shall request
each employment agency, labor union, or authorized representative of
workers with which it has a collective bargaining or other agreement or
understanding, to furnish a written statement that such employment
agency, labor union or representative will not discriminate on the basis of
race, creed, color, national origin, sex, age, disability or marital status
and that such union or representative will affirmatively cooperate in the
implementation of the contractor's obligations herein; and
c) the Contractor shall state, in all solicitations or advertisements for
employees, that, in the performance of the State contract, all qualified
applicants will be afforded equal employment opportunities without dis-
crimination because of race, creed, color, national origin, sex, age,
disability or marital status.
Contractor will include the provisions of "a, "b", and "c" above, in every
subcontract over $25,000.00 for the construction, demolition,
replacement, major repair, renovation, planning or design of real
property and improvements thereon (the "Work") except where the Work
is for the beneficial use of the Contractor. Section 312 does not apply to:
(I) work, goods or services unrelated to this contract; or (ii) employment
outside New York State; or (iii) banking services, insurance policies or
the sale of securities. The State shall consider compliance by a contractor
or subcontractor with the requirements of any federal law concerning
equal employment opportunity which effectuates the purpose of this
section. The contracting agency shall determine whether the imposition
of the requirements of the provisions hereof duplicate or conflict with
any such federal law and if such duplication or conflict exists, the
contracting agency shall waive the applicability of Section 312 to the
extent of such duplication or conflict. Contractor will comply with all
duly promulgated and lawful rules and regulations of the Governor's
Office of Minority and Women's Business Development pertaining
hereto.
13. CONFLICTING TERMS. In the event of a conflict between the
terms of the contract (including any and all attachments thereto and
amendments thereof) and the terms of this Appendix A, the terms of this
Appendix A shall control.
14. GOVERNING LAW. This contract shall be governed by the laws
of the State of New York except where the Federal supremacy clause
requires otherwise.
15. LATE PAYMENT. Timeliness of payment and any interest to be
paid to Contractor for late payment shall be governed by Article 11-A of
the State Finance Law to the extent required by law.
16. NO ARBITRATION. Disputes involving this contract, including
the breach or alleged breach thereof, may not be submitted to binding
arbitration (except where statutorily authorized), but must, instead, be
heard in a court of competent jurisdiction of the State of New York.
17. SERVICE OF PROCESS. In addition to the methods of service
allowed by the State Civil Practice Law & Rules ("CPLR"), Contractor
hereby consents to service of process upon it 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.
Contractor will have thirty (30) calendar days after service hereunder is
complete in which to respond.
18. PROHIBITION ON PURCHASE OF TROPICAL HARD-
WOODS. The Contractor certifies and warrants that all wood products
to be used under this contract award will be in accordance with, but not
limited to, the specifications and provisions of State Finance Law § 165.
(Use of Tropical Hardwoods) which prohibits purchase and use of
tropical hardwoods, unless specifically exempted, by the State or any
governmental agency or political subdivision or public benefit
corporation. Qualification for an exemption under this law will be the
responsibility of the contractor to establish to meet with the approval of
the State.
In addition, when any portion of this contract involving the use of
woods, whether supply or installation, is to be performed by any
subcontractor, the prime Contractor will indicate and certify in the
submitted bid proposal that the subcontractor has been informed and is in
compliance with specifications and provisions regarding use of tropical
hardwoods as detailed in § 165 State Finance Law. Any such use must
meet with the approval of the State, otherwise, the bid may not be
considered responsive. Under bidder certifications, proof of qualification
for exemption will be the responsibility of the Contractor to meet with
the approval of the State.
19. MACBRIDE FAIR EMPLOYMENT PRINCIPLES. In
accordance with the MacBride Fair Employment Principles (Chapter 807
of the Laws of 1992), the Contractor hereby stipulates that the Contractor
either (a) has no business operations in Northern Ireland, or (b) shall take
lawful steps in good faith to conduct any business operations in Northern
Ireland in accordance with the MacBride Fair Employment Principles (as
described in Section 165 of the New York State Finance Law), and shall
permit independent monitoring of compliance with such principles.
20. OMNIBUS PROCUREMENT ACT OF 1992. It is the policy of
New York State to maximize opportunities for the participation of New
York State business enterprises, including minority and women -owned
business enterprises as bidders, subcontractors and suppliers on its
procurement contracts.
Information on the availability of New York State subcontractors and
suppliers is available from:
NYS Department of Economic Development
Division for Small Business
30 South Pearl Street, 7" floor
Albany, New York 12245
1AMWITll1
A-3
Telephone: 518-292-5220
Fax: 518-292-5884 http://www/etnpire.state.ny.us
A directory of certified minority and women -owned business
enterprises is available from:
NYS Department of Economic Development
Division of Minority and Women's Business Development Division
30 South Pearl Street, 2"d floor
Albany, New York 12245
http://www.empire.state.ny.us
The Omnibus Procurement Act of 1992 requires that by signing this bid
proposal or contract, as applicable, Contractors certify that whenever
the total bid amount is greater than $1 million:
(a) The Contractor has made reasonable efforts to encourage the
participation of New York 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;
(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 New York 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 this contract
and agrees to cooperate with the State in these efforts.
21. RECIPROCITY AND SANCTIONS PROVISIONS. Bidders are
hereby notified that if their 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 they offer will be
substantially produced or performed outside New York State, the
Omnibus Procurement Act 1994 amendments and 2000 amendments
(Chapter 684 and Chapter 383 respectively) require that they be denied
contracts which they would otherwise obtain. NOTE: As of May 15,
2002, the list of discriminatory jurisdictions subject to this provision
includes the states of South Carolina, Alaska, West Virginia, Wyoming,
Louisiana and Hawaii. Contact NYS Department of Economic
Development for a current list of jurisdictions subject to this provision.
22. PURCHASES OF APPAREL. In accordance with State Finance
Law 162 (4-a), the State shall not purchase any apparel from any vendor
unable or unwilling to certify that: (I) such apparel was manufactured in
compliance with all applicable labor and occupational safety laws,
including, but not limited to, child labor laws, wage and hours laws and
workplace safety laws, and (ii) vendor will supply, with its bid (or, if
not a bid situation, prior to or at the time of signing a contract with the
State), if known, the names and addresses of each subcontractor and a
list of all manufacturing plants to be utilized by the bidder.
AM
APPENDIX Al
Agency -Specific Clauses
I. General
A. For the purposes of this Agreement, the terms "State" and "Department"
are inter -changeable, unless the context requires otherwise.
B. The Contract Period as set forth on the Face Page is the inclusive period
within which the provisions of this Agreement shall be performed. Costs
incurred for project activities conducted prior to or after the Contract
Period will not be reimbursed under this Agreement.
C. The Contractor and Project (as described in the Legislative Initiative Form
provided to the Contractor by the Department and incorporated herein by
references and as detailed in the Program Workplan, Appendix D) have
been identified to the Department for receipt of a local grant award not to
exceed the Funding Amount as set forth on the Contract Face Page.
D. The Department shall not be liable for expenses of any kind incurred in
excess of the Funding Amount, and shall not be responsible for seeking
additional appropriations or other sources of funds for the Project.
E. The Contractor shall perform all services to the satisfaction of the
Department. The Contractor shall provide all services and meet the
program objectives set forth in Appendix D in accordance with:
provisions of this Agreement; relevant laws, rules and regulations,
administrative and fiscal guidelines; and where applicable, operating
certificates for facilities or licenses for an activity or program.
F. Pursuant to the provisions set forth in Section V., page 4 of this
Agreement, the ownership of all property described therein shall reside
with the Contractor unless otherwise specified in writing by the
Department at anytime during the term of this Agreement and up to thirty
(30) days following the issuance of the final payment.
Al -2
II. Funding
A. Funding for this project has been appropriated in the Community Projects
Fund as established by Section 99-d of the State Finance Law (Chapter
474 of the Laws of 1996). Pursuant to Paragraph 6(a) of Section 99-d,
"The state shall not be liable for payments pursuant to any contract, grant
or agreement made pursuant to an appropriation in any account of this
fund if insufficient monies are available for transfer to such account of this
fund, after required transfers pursuant to subdivision three of this section."
B. Notwithstanding the Contract Period set forth on the Face Page, absent
reappropriation in the subsequent State budget, funds for this project will
cease to be available for payments on September 15, 2009; in that event, to
afford reasonable assurance that payment can be made by the Department,
final payment requests must be received by the Department's payment
office by not later than August 15, 2009.
III. Terminations
A. In addition to any other actions authorized by this Agreement, the
Department may terminate the Agreement in the best interests of the State
of New York by providing written notice to the Contractor as provided in
this Agreement.
B. The Contractor shall complete the project as set forth in this Agreement,
and failure to render satisfactory progress or to complete the project to the
satisfaction of the State may be deemed an abandonment of the project and
may cause the suspension or termination of any obligation of the State. In
the event the Contractor should be deemed to have abandoned the project
for any reason or cause other than a national emergency or an Act of God,
all monies paid to the Contractor by the State and not expended in
accordance with this Agreement shall be repaid to the State upon demand.
If such monies are not repaid within one year after such demand, the State
Comptroller of the State of New York may cause to be withheld from any
State assistance to which the Contractor would otherwise be entitled an
amount equal to the monies demanded.
Al -3
C. In the event that the Department has provided written notice to the
Contractor directing that the Contractor correct any failure to comply with
this Agreement, the Department reserves the right to direct that the
Contractor suspend all work during a period of time to be determined by
the Department. If the Contractor does not correct such failures during the
period provided for in the notice, this Agreement shall be deemed to be
terminated after expiration of such time period. During any such
suspension, the Contractor agrees not to incur any new obligations after
receipt of the notice without approval by the Department.
IV. Vendor (Contractor) Responsibility
A. The Department is required to conduct a review of a prospective
contractor to provide reasonable assurance that the contractor is
responsible. To be considered responsible a contractor should have
appropriate legal authority to do business in New York State, a
satisfactory record of integrity, appropriate financial, organizational and
operational capacity and controls and acceptable performance on previous
governmental contracts, if any. The State and any of its agencies may use
information gathered from whatever resources it deems appropriate to
assist in making a responsibility determination.
B. If the prospective contractor is a non-governmental entity, a Vendor
Responsibility Questionnaire is included with the contract package. This
Questionnaire is designed to provide information to assist the contracting
agency in assessing a contractor's responsibility prior to entering into a
contract and must be completed and returned with the contract.
C. Contractor hereby acknowledges that, where required, the Vendor
Responsibility Questionnaire is made a part of this contract by reference
hereto and that any misrepresentation of fact in the Questionnaire and
attachments, or in any contractor responsibility information that may be
requested by the Department, may result in termination of this contract.
During the term of this Contract, any changes in the information provided
in the Questionnaire shall be disclosed to the Department, in writing, in a
timely manner. Failure to make such disclosure may result in a
determination of non -responsibility and termination of the contract.
Al -4
D. Should it be determined at any time that a contractor is not responsible,
the Department will notify the contractor in writing setting forth the
basis for the determination and affording the contractor reasonable
time in which to refute the determination, justify why the basis for the
determination is not relevant to this contract or to take corrective action
to eliminate the responsibility impediment. If the responsibility
condition cannot be reconciled to the satisfaction of the Department
and the State, the contract, or contract offer will be terminated by
written notification.
V. Certification Appendix
A. The Office of the Attorney General requires that a Certification Appendix
be completed by non-governmental entities who enter into Legislative Member
initiative contracts with the State Agencies.
B. If the Prospective contractor is a non-governmental entity the Certification
Appendix is included with the contract and must be completed and returned.
C. Contractor hereby acknowledges that, where required, the Certification
Appendix is made a part of this contract by reference hereto and that any
misrepresentation of fact in the Certification Appendix may result in termination
of this contract.
VI. Fully -Executed Agreement or Amendment Thereto
A. If this Agreement, or amendments thereto, allocates funds totaling $50,000
or less, it shall be deemed to be fully executed when approved and signed
by the Contractor and the Department.
B. If this Agreement, or amendments thereto, allocates funds totaling more
than $50,000, it shall be deemed to be fully executed when approved by
the Office of the State Comptroller.
Attachment 1 to Appendix A 1
Article 15-A of the New York State Executive Law
The Department of State administers a Minority and Women -owned Business
Enterprises (MWBE) Program as mandated by Article 15-A of the New York State
Executive Law. This law supersedes any other provision in state law authorizing
or requiring an equal employment opportunity program or a program for securing
participation by minority and women -owned business enterprises. Under this law,
all state agencies must, subject to certain exceptions, establish goals for minority
and women -owned business participation in certain state contracts and grants.
Where MWBE goals are required, even in circumstances where this goal is zero, a
Quarterly Contractor Report is required to be submitted to the Minority and
Women -owned Business Program of the Department on forms provided by the
Department.
Article 15-A requires that rules and regulations be established for contracts
entered into by the Department. In accordance with Article 15-A, goals must be
set for contracts entered into by the Department in excess of $25,000 for labor,
services, supplies, equipment, and materials, or any combination of the foregoing,
and for contracts entered into by the Department in excess of $100,000 for
acquisition, construction, demolition, replacement, major repair, renovation or
improvement of real property. In applying these rules and regulations, the
Department must consider the availability of certified minority and women -owned
businesses in the region in which the state contract will be performed, the total
dollar value of the contract, the scope of work to be performed, and the project
size and term.
The contractor will, when required as a part of the bid or proposal, submit a
Staffing Plan on the form provided by the Department. This Plan will detail the
work force anticipated in the performance of the state contract, reported by ethnic
background, gender, and Federal Occupational Categories.
After a bid opening and prior to the award of a state contract, the contractor
will submit an Equal Employment Opportunity (EEO) Policy Statement to the
Department within the time frame established by the Department. The law
requires that, as a precondition to entering into a valid and binding state contract,
the contractor will agree to the following stipulations and will include them in the
EEO Policy Statement:
• The contractor will not discriminate against any employee or applicant
for employment because of race, creed, color, national origin, sex, age,
disability or marital status.
• The contractor will undertake or continue existing programs of
affirmative action to ensure that minority group members and women are
afforded equal employment opportunities without discrimination because
of race, creed, color, national origin, sex, age, disability or marital status.
For these purposes, affirmative action applies in areas of recruitment,
employment, job assignment, promotion, upgrading, demotion, transfer,
layoff, or termination and rates of pay or other forms of compensation.
• The contractor will make active and conscientious efforts to employ
and to utilize minority group members and women at all levels and in all
segments of its work force on state contracts, and the contractor will
document these efforts.
• The contractor will state in all solicitations and advertisements for
employees that, in the performance of the state contract, all qualified
applicants will be afforded equal employment opportunities without
discrimination because of race, creed, color, national origin, sex, age,
disability or marital status.
• The contractor will, at the request of the Department, request each
employment agency, labor union, or authorized representative of workers
with which it has a collective bargaining or other agreement or
understanding, to furnish a written statement that such employment
agency, labor union, or representative will not discriminate because of
race, creed, color, national origin, sex, age, disability or marital status,
and that such union or representative will affirmatively cooperate in the
implementation of the contractor's obligations herein.
• The contractor will include the provisions regarding the EEO Policy
Statement and the Staffing Plan enumerated above in each and every
subcontract of a state contract in such a manner that the subcontractor is
bound by these requirements.
• Failure to provide an EEO Policy Statement and a Staffing Plan
without reasonable written justification or commitment to provide these
requirements by a specified date will result in rejection of the
contractor's bid or proposal.
• After the award of a state contract, the contractor will submit to the
Department a Workforce Employment Utilization Report, on the form
supplied by the Department, detailing the work force actually utilized on
the state contract, by ethnic background, gender and Federal
Occupational Categories, as specified on the form. This Report will be
submitted to the Department on a quarterly basis throughout the life of
the contract.
• The contractor, and any of its subcontractors, may be required to
submit compliance reports relating to their operations and
implementation of their affirmative action or equal employment
opportunity program in effect as of the date the state contract is
executed.
Questions regarding this program should be directed to the Department's
Minority and Women -owned Business Program by calling (518) 474-5741.
Potential contractors can access the NYS Directory of Certified Minority and
Women -owned Business Enterprises on-line through the Empire State
Development website at: http://www.emi2ire.state.ny.us, double click (left column)
on: NY n BIZ (Doing Business in New York); put the curser over: Small and
Growing Business and, from that menu, click on: Minority and Women -Owned
Business. From the center column, highlighted in blue, click on the bullet:
"Search the Directory of Certified Minority- and Women -Owned Business
Enterprises." The Department makes no representation with respects to the
availability or capability of any business listed in the Directory.
APPENDIX B
Budget
Budget Summary Sheet
A. SALARIES, WAGES AND FRINGE
B. TRAVEL
C. SUPPLIES/MATERIALS
D. EQUIPMENT
E. CONTRACTUAL SERVICES
F. OTHER
TOTAL
H*. 31
The TOTAL of your BUDGET must equal the amount of your allocation as shown
on the CONTRACT FACE PAGE!
The BUDGET is intended to show the items of expense which will be funded
under this Contract. Please do not show the entire cost of the project if it exceeds
the amount of funding provided by this Contract.
Questions regarding Budget preparation? Call 518-486-3905
Budget Detail Sheet
A. SALARIES, WAGES AND FRINGE
Estimated Total Number of
Name Title Hours to be Charged to this Contract
TOTAL SALARIES, WAGES AND FRINGE
B. TRAVEL
Please indicate destination, purpose and cost of such travel.
TOTAL TRAVEL
Amount Charged
to this Project
C
Budget Detail Sheet
C. SUPPLIES/MATERIALS
Please use general categories such as office supplies, printing supplies, small tools, building
materials and like category descriptions. Indicate the cost of each category.
TOTAL SUPPLIES/MATERIALS $
D. EQUIPMENT
Please list each item of equipment that exceeds $200.00 per item and has a useful life
of one year or more. Group items of less than $200.00 each into general categories
indicating total cost per category.
TOTAL EQUIPMENT $
IM
Budget Detail Sheet
E. CONTRACTUAL SERVICES
This category includes items such as telephone, postage, rent, utilities, rental or repairs to
equipment, lease of equipment, contracted services and contracted construction costs.
TOTAL CONTRACTUAL SERVICES $
F. OTHER
Please specify what these costs are.
TOTAL OTHER $
C-1
APPENDIX C
Payment and Reporting Schedule
I. This is a true cost reimbursement Agreement. The Contractor may claim
and be reimbursed for eligible project costs incurred and paid for by the
Contractor. Eligible project costs must be incurred and goods and services
must be received and accepted by the Contractor within the Contract Period.
The total of such reimbursement shall not exceed the Funding Amount for
this Agreement and shall be claimed by the Contractor in accordance with the
payment option selected below.
PAYMENT OPTIONS
Option A: Payment -In -Full For Completed Project
1. In the event that the project has been completed and all eligible project
costs incurred within the Contract Period and have been paid for, the
Contractor may request a one-time payment -in -full.
2. Upon full execution of the Agreement, a copy of the fully -executed
Agreement and payment request documents and instructions for claiming
payment -in -full will be sent to you.
3. Reimbursement for eligible project costs incurred and paid for by the
Contractor will be made upon receipt and approval of a properly
completed payment request submitted in accordance with II. (page C-2).
Option B: Periodic Progress Payments
1. Contractor may request periodic progress payments not more than once a
month for eligible project costs incurred following full execution of the
Agreement by both parties.
2. Upon full execution of the Agreement, a copy of the fully -executed
Agreement and payment request documents and instructions for claiming
progress payments will be sent to you.
3. Reimbursement for eligible project costs incurred and paid for by the
Contractor will be made upon receipt and approval of properly completed
payment requests submitted in accordance with II. (page C-2).
C-2
Option C: Advance and Progress Payment(s)
1. Contractor may request an advance equal to twenty-five percent (25%) of
the Funding Amount. The advance, if requested, may be due, but is not
payable until the contract is fully -executed.
2. Upon full execution of the Agreement, a copy of the fully -executed
Agreement and payment request documents and instructions will be sent to
you.
3. Complete a Standard Voucher in accordance with the instructions
inserting the statement "25% Advance" in section 6. Submit the
completed advance voucher to the Department in accordance with the
instructions.
4. Then submit progress payments not more than once a month in accordance
with the instructions. Upon receipt of a progress payment request
submitted in accordance with II. below, the Department will determine the
total eligible costs, deduct 25 percent of that amount to document advance
funds received, and pay the balance to the Contractor.
5. Upon termination of this contract, the full amount of undocumented
advance funds shall become immediately due and owing to the
Department.
II. Payment requests as provided for in Option A, B or C above shall be
submitted to the Department's designated payment office at the following
address:
New York State Department of State
Contract Administration Unit - LMI
One Commerce Plaza, 11 " Floor
99 Washington Avenue
Albany, New York 1223 1 -0001
A. Payments shall be made to the Contractor upon the submission by the
Contractor of properly executed payment requests. Each such request
shall contain the following: (1) "Summary Sheet Documentation Forms"
as provided by the Department, for documentation of actual and eligible
expenditures; (2) a narrative progress report describing in detail all
significant project accomplishments for which reimbursement is claimed,
with dates of completion and check numbers; and (3) a properly completed
Standard Voucher.
C-3
B. Notwithstanding the above requirements, upon written notification by the
Department, the Contractor may be required to submit source
documentation and additional verification of allowable expenditures.
C. Payment requests as described in II.A. shall be certified by a duly
authorized representative of the Contractor as accurately representing such
accomplishments and expenses as recorded in the Contractor's accounting
records, including, where goods or services are provided by third parties
not party to this Agreement, a certification that any payment obligations
arising from the provision of such goods or services have been paid by the
Contractor and do not duplicate reimbursement or costs and services
received from other sources.
D. Claimed expenditures per cost category may exceed the amounts indicated
in the Budget, Appendix B, by ten percent (10%) or $1,000, whichever is
greater, without approval of the Department, provided that the Funding
Amount is not exceeded. Any expenditure in excess of such 10% or
$1,000 shall require an amendment to the Project Budget submitted in
writing by the Contractor. If the total Contract amount is in excess of
$50,000, any changes to the cost categories in excess of 10% will require
prior approval by the Office of the State Comptroller in addition to the
approval of the Department. No expenditures shall be allowed for items
not set forth in the Project Budget.
E. Any payment request for any period during which all Project activities
shall have been completed shall be submitted as the Contractor's final
payment request and shall be clearly labeled FINAL.
1. If a final progress narrative report is required to be submitted, it must
describe in reasonable detail, the nature and degree of the Project's
completion and results.
2. If the Contractor has received prior payments exceeding total eligible
expenditures, Contractor shall remit such excess to the Department
with such FINAL request.
III. Notwithstanding the submission of timely and properly executed payment
requests, the Department shall be under no obligation to make payment for
expenditures incurred without the prior Department approvals and/or
amendments required under this Agreement and, further, shall have the right
to withhold any such payment pending the execution of such approval and/or
amendment.
C-4
A. Interest income earned on funds received pursuant to this Agreement shall
be used to further the purpose of this Project or shall be deducted from
total eligible costs to determine the net eligible costs to be reimbursed by
the Department.
B. The Department shall have the right to conduct on-site progress
assessments and reviews of the Project and Contractor's books and records
during the life of this Agreement and for a reasonable time following
issuance of the FINAL payment.
C. The Department shall be entitled to disallow any cost or expense, or
terminate or suspend this Agreement, if found that the Contractor has
misrepresented any expenditures or Project activities in this Agreement, or
in any progress reports or payment requests made pursuant hereto.
D. The Contractor shall maintain separate fiscal books and records for all
funds received through the Department and Project activities conducted
pursuant to this Agreement, and shall make all such books and records
available to the Department, the Office of the State Comptroller, or their
designated representatives for inspection and audit for a period of six (6)
years following termination of this Agreement.
D -I
Recipient Organization Name:
Program Contact Person:
Daytime Phone:
Fax:
APPENDIX D
Program Workplan
Type:
NARRATIVE
(MUST BE COMPLETED FOR ALL PROJECT TYPES AND PAYMENT OPTIONS)
NOTE: If payment Option A: Payment -In -Full for completed project was selected, make sure that
this Narrative complies with Section 3 of Option A.
ATTACH ADDITIONAL PAGES AS NEEDED
E-1
APPENDIX E
CHARITIES AND CHARITABLE TRUSTS
Most not-for-profit organizations (including corporations and charitable trusts) are
required to file annual financial reports with the Attorney General. This requirement
is found in Article 7-A of the Executive Law and Article 8 of the Estates, Powers and
Trusts Law (EPTL). Specifically, Section 8-1.4 of the EPTL states:
(a) For the purposes of this section, "trustee" means (1) any individual, group of
individuals, corporation or other legal entity holding and administering property for
charitable purposes, whether pursuant to any will, other instrument or agreement,
court appointment, or otherwise pursuant to law, over which the attorney general has
enforcement or supervisory powers, (2) any non-profit corporation organized under
the laws of this state for charitable purposes, and (3) any non-profit foreign
corporation organized for charitable purposes, doing business or holding property in
this state. Neither a foreign corporation nor a trustee acting under the will of, or any
agreement executed by, a non-resident of this state shall become subject to the
provisions of this section merely by reason of maintaining a bank, custody,
investment or similar account in this state.
(s) A trustee shall not be qualified to make application for funds or grants or to
receive such funds from any department or agency of the state without certifying
compliance with paragraphs (d), (f), and (g) of this section and all applicable
registration and reporting requirements of Article 7-A of the Executive Law.
In addition, please note that the new Charities Registration number is a 6 -digit
number with a hyphen after the second and fourth digits.
Pages E-2 and E-3 contain the inclusive listing of exemptions to the registration and
reporting requirements of each article of law cited above.
If the Contractor qualifies for exemption from either article of law, place the
complete number, i.e., 2(b), of the exemption in the respective section of Box 4 on
the Contract Face Page.
Any questions regarding the statutory requirements or applicability to your
organization should be directed to:
Office of the Attorney General
Charities Registration Bureau
120 Broadway
New York, New York 10271
212-416-8400/212-416-8401
E-2
CHARITIES REGISTRATION EXEMPTIONS
EXECUTIVE LAW, ARTICLE 7-A
1. This article shall not apply to corporations organized under the religious corporations law, and other religious
agencies and organizations, and charities, agencies, and organizations operated, supervised, or controlled by or in connection
with a religious organization.
2. The following persons shall not be required to register with the attorney general:
(a) An educational institution confining its solicitation of contributions to its student body, alumni, faculty and
trustees, and their families.
(b) Fraternal, patriotic, social, alumni, law enforcement support organizations and historical societies chartered by
the New York state board of regents when solicitation of contributions is confined to their membership.
(c) Persons requesting any contributions for the relief of any individual, specified by name at the time of solicitation,
if all of the contributions collected, without any deductions whatsoever, are paid to or for the benefit of the named
beneficiary.
(d) Any charitable organization which does not intend to solicit and receive and does not actually receive
contributions in excess of twenty-five thousand dollars during a fiscal year of such organization, provided none of its fund
raising functions are carried on by professional fund raisers or commercial co -venturers. However, if the gross contributions
received by such charitable organization during any fiscal year of such organization shall be in excess of twenty-five thousand
dollars, it shall within thirty days after the date it shall have received total contributions in excess of twenty-five thousand
dollars register with the secretary as required by section one hundred seventy-two of this article.
(e) Any charitable organization receiving an allocation from a federated fund, incorporated community appeal or a
united way, provided such fund, appeal or united way is complying with the provisions of this article relating to registration
and filing of annual reports with the secretary, and provided such organization does not actually receive, in addition to such
allocation, contributions in excess of twenty-five thousand dollars during the fiscal year, and provided further that all the
fund-raising functions of such organizations are carried on by persons who are unpaid for such services. However, if the gross
contributions other than such allocation received by such charitable organization during any fiscal year of such organization
shall be in excess of twenty-five thousand dollars, it shall within thirty days after the date it shall have received such
contributions in excess of twenty-five thousand dollars register with the secretary as required by section one hundred seventy-
two of this article.
(f) A local post, camp, chapter or similarly designated element, or a county unit of such elements, of a bona fide
veterans' organization which issues charters to such local elements throughout this state, a bona fide organization of volunteer
firemen, an organization providing volunteer ambulance service (as defined in section three thousand one of the public health
law) or a bona fide auxiliary or affiliate of such organizations, provided all its fund-raising activities are carried on by members
of such an organization or an affiliate thereof and such members receive no compensation, directly or indirectly, thereof.
(g) An educational institution which files annual financial reports with the regents of the university of the state of
New York as required by the education law or with an agency having similar jurisdiction in another state or library which files
annual financial reports as required by the state education department.
(h) A charitable organization which receives all or substantially all of its funds from a single governmental agency
and reports annually to that agency provided such reports contain financial information substantially similar in content to
that required by subdivision one of section one hundred seventy -two -b of this article; provided, however, that such
organization may receive no more than twenty-five thousand dollars from sources other than the government agency to which
it reports.
(I) Any police department, sheriffs department or other governmental law enforcement agency.
(j) The state parent teachers association and any parent teachers association affiliated with an educational institution
that is subject to the jurisdiction of the state education department.
3. In addition to the statutory exemptions, the following are also exempt:
(a) Any Municipality.
(b) Fire Districts, School Districts, and Water Districts.
E-3
CHARITABLE TRUSTS REPORTING EXEMPTIONS
ESTATES, POWERS AND TRUSTS LAWS
EXECUTIVE LAW, ARTICLE 8, SECTION 8-1.4(b)
The registration and reporting provisions of this section do not apply to:
1. Contractor is not a Trustee as define in Section 8-1.4(a) set forth in Appendix E.
2. Government entity
3. Entity required by law to complete an annual report to either the United States Congress or the New York
State Legislature;
4. Religious organizations;
5. Educational institution incorporated under the Education Law or by special act;
6. Hospital;
7. Fraternal, patriotic, social, student, alumni, veterans, volunteer firefighters, volunteer ambulance workers'
organization or historical society chartered by the New York State Board of Regents;
8. Trust or estate for which there is a corporate trustee acting as sole trustee or co -trustee under the will of a
decedent who died domiciled outside New York or a trust instrument executed by a nonresident of New
York State;
9. Trust or estate in which the charitable interest is delayed or contingent;
10. Officer, director or trustee of an organization exempt from registration who holds property for the
religious, educational or charitable purposes of the organization;
11. Cemetery corporation subject to the provisions of Article 15 of the Not -for -Profit Corporation Law;
12. The state parent teachers association ("PTA") and any parent teachers association affiliated with an
educational institutional that is subject to the jurisdiction of the State Education Department; and
13. Any corporation organized under Article 43 of the Insurance Law.
APPENDIX X
Agency Code _
Contract Period
Contract Number
Funding for Period
This is an AGREEMENT between THE STATE OF NEW YORK, acting by and through the New York State
Department of State, having its principal office in Albany, New York (hereinafter referred to as the STATE), and
(hereinafter referred to as the CONTRACTOR), for modification of Contract
Number as amended above.
All other provisions of said AGREEMENT shall remain in full force and effect.
IN WITNESS WHEREOF, the parties hereto have executed this AGREEMENT as of the dates appearing under
their signatures.
CONTRACTOR SIGNATURE
By:
(print name)
STATE AGENCY SIGNATURE
By:
(print name)
Title: Title:
Date: Date:
State Agency Certification: "In addition to the acceptance of this Contract, I also certify that original copies of this signature
page will be attached to all other exact copies of this Contract."
STATE OF NEW YORK )
COUNTY OF ) ss:
On this day of , in the year 20 , before me personally appeared
to me known, who, being by me duly sworn, did depose and say
that (s)he resides at ; that (s)he is the
of , the
corporation described herein which executed the foregoing instrument; and that (s)he signed (her)his name thereto
by order of the board of directors of said corporation.
STATE OF NEW YORK
COUNTY OF
On this day of
ss:
NOTARY PUBLIC
in the year 20 , before me personally appeared
to me known and known to me to be the
of ,the
unincorporated association described in and which executed the above agreement; and who acknowledge to me
that (s)he executed the foregoing agreement for and in behalf of said unincorporated association.
Thomas P. DiNapoli
State Comptroller:
M.
IlatP
NOTARY PUBLIC