4.05 4.5
GRANTS\Grant Agreement with NYS-0031105-Establishing Capital Project&Accept Grant Funds—Aviation Quaker Rd Corridor—10-19-2020
RESOLUTION AUTHORIZING EXECUTION OF GRANT AGREEMENT
#C031105 WITH NEW YORK STATE AND ESTABLISHMENT OF
ESTIMATED REVENUES FOR GRANT FUNDS AND ADAPTIVE SIGNAL
CONTROL TECHNOLOGIES CAPITAL PROJECT FUND #234
RESOLUTION NO.: 12020
INTRODUCED BY:
WHO MOVED ITS ADOPTION
SECONDED BY:
WHEREAS, the New York State Department of Transportation (NYSDOT) and New
York State Energy Research and Development Authority (NYSERDA) issued Program
Opportunity Notice (PON) #3833 in April 2019 requesting innovative proposals to improve
the efficiency of New York's transportation system while reducing energy consumption and
greenhouse gas emissions, and
WHEREAS, in August 2019, the Town of Queensbury and the Adirondack/Glens Falls
Transportation Council (A/GFTC) submitted a Concept Paper to NYSDOT and NYSERDA
proposing to identify the feasibility and applicability of Adaptive Signal Control Technologies
(ASCT) within the Aviation/Quaker Road Corridor from Exit 19 east to Lower Warren Street,
and
WHEREA, in September 2019, NYSERDA notified the Town that the Concept Paper
was favorably reviewed and the Town was invited to submit a Full Proposal by November 4,
2019,and
WHEREAS, on October 7, 2019 the Town Board adopted Resolution No.: 337,2019
authorizing the Senior Planner to submit the Full Proposal for funding to NYSDOT and
NYSERDA for the Queensbury ASCT Feasibility Study, and
WHEREAS, the Full Proposal for funding the Queensbury ASCT Feasibility Study
was submitted to NYSERDA on November 1, 2019, and
WHEREAS, the Town was notified on February 11, 2020 that NYSERDA was
interested in further pursuing the Queensbury ASCT Feasibility Study, and
WHEREAS, the Town received the Grant Agreement from NYSERDA on October 20,
2020, awarding sixty thousand dollars ($60,000) for the ASCT Feasibility Study, and
WHEREAS, a twenty-five point six percent (25.6%) cost share of twenty thousand six-
hundred fifty-seven dollars ($20,657) will be provided through in-kind staff services of the
Town's Senior Planner and A/GFTC, and
WHEREAS, the Town Board wishes to accordingly establish the Adaptive Signal Control
Technologies Capital Project No. 234 and establish and fund the Revenue and Expense Accounts
in the amount of sixty thousand dollars ($60,000),
NOW, THEREFORE, BE IT
RESOLVED, that the Queensbury Town Board hereby accepts the sixty thousand dollars
($60,000) in grant funding to be received from NYSERDA for the Adaptive Signal Control
Technologies (ASCT) Feasibility Study, for the purpose of identifying the feasibility and
applicability of adaptive signal control technologies within the Aviation and Quaker Roads
Corridor from Exit 19 east to Lower Warren Street,and
BE IT FURTHER,
RESOLVED, that the Town Board further establishes the Adaptive Signal Control
Technologies Capital Project No.: 234 in the amount of $60,000 and its appropriations and
estimated revenues as follows:
• Increase Appropriations in Capital Expenses Account No.: 234-8020-2899 by
$60,000;
• Increase Revenue in State Aid — Transportation Account No. 234-0000-53597 by
$60,000; and
BE IT FURTHER,
RESOLVED, that the Town Board further authorizes and directs the Town Budget Officer
to temporarily transfer $60,000 from General Fund No.: 001 to Capital Project Fund No.: 234
until such time as the Town receives the grant funds, and
BE IT FURTHER,
RESOLVED, that the Town Board further authorizes and directs the Town Budget Officer
to arrange for the repayment of the temporary loan as soon as available, amend the Town Budget,
make any adjustments, budget amendments, transfers or prepare any documentation necessary to
establish such appropriations and estimated revenues, and
BE IT FURTHER,
RESOLVED, that the Town Board further authorizes and directs the Town Supervisor to
sign the Grant Agreement in form acceptable to the Town Supervisor, Senior Planner and/or Town
Counsel, as well as any other associated documentation, and the Town Supervisor, Senior Planner,
Town Counsel and/or Town Budget Officer to take such other and further action necessary to
effectuate the terms of this Resolution.
Duly adopted this 2nd day of November,2020, by the following vote:
AYES:
NOES:
ABSENT:
RESOLUTION AUTHORIZING APPLICATION FOR FUNDS
FROM NYSDOT/NYSERDA FOR AN ADAPTIVE SIGNAL
CONTROL TECHNOLOGIES FEASIBILITY STUDY OF
AVIATION & QUAKER ROADS
RESOLUTION NO. 337,2019
INTRODUCED BY: Mrs. Jennifer Switzer
WHO MOVED ITS ADOPTION
SECONDED BY: Mr. George Ferone
WHEREAS, the New York State Department of Transportation (NYSDOT) and New
York State Energy Research and Development Authority (NYSERDA) issued Program
Opportunity Notice (PON) #3833 in April 2019 requesting innovative proposals to improve the
efficiency of New York's transportation system while reducing energy consumption and
greenhouse gas emissions, and
WHEREAS, in August 2019, the Town of Queensbury and the Adirondack/Glens Falls
Transportation Council (A/GFTC) submitted a Concept Paper to NYSDOT and NYSERDA
proposing to identify the feasibility and applicability of Adaptive Signal Control Technologies
(ASCT) within the Aviation/Quaker Road Corridor from Exit 19 east to Lower Warren Street,
and
WHEREA, in September 2019, NYSERDA notified the Town that the Concept Paper
was favorably reviewed and the Town was invited to submit a Full Proposal by November 4,
2019, and
WHEREAS, the estimated total cost of the project is Eighty Thousand Dollars ($80,000)
with the Full Proposal requesting grant funding of Sixty Thousand Dollars ($60,000), and
WHEREAS, the required twenty-five percent (25%) cost share of the project will be
Twenty Thousand Dollars ($20,000), to be provided through in-kind staff services of the Town's
Senior Planner, A/GFTC staff and other project partners, and
WHEREAS, NYSDOT and NYSERDA require the applicant to attest that they are
authorized to commit their organization to the proposal submitted, and
WHEREAS, the Senior Planner has requested Town Board authorization to prepare and
submit the Full Proposal with a Town commitment to the proposal,
NOW, THEREFORE, BE IT
RESOLVED, that the Queensbury Town Board hereby authorizes, directs and ratifies the
submission of the Full Proposal for funding to NYSDOT and NYSERDA for the Queensbury
ASCT Feasibility Study, and
BE IT FURTHER,
RESOLVED, that the Town Board further authorizes and directs the Senior Planner to
prepare and submit the requested documentation and certifications for the Queensbury ASCT
Feasibility Study Full Proposal as set forth above, and
BE IT FURTHER,
RESOLVED, that the Town Board further authorizes and directs the Town Supervisor,
Town Budget Officer and/or Senior Planner to take any other actions necessary to effectuate
the terms of this Resolution.
Duly adopted this ?'h day of October, 2019, by the following vote:
AYES: Mr. Strough, Mr. Metivier, Mr. Ferone, Mrs. Switzer
NOES: None
ABSENT: Mrs. Atherden
Stuart Baker
To: Town Board
Cc: Karen O'Brien; Pamela Hunsinger; Craig Brown; rhafner@mmshlaw.com; Dave Duell;
Mark Benware; Mark Schachner(mschachner@mmshiaw.com)
Subject: Staff memo for 1112 Town Board meeting, re:ASCT feasbility study grant
Attachments: Qby ASCT Feasibility Study Full Proposal 11-1-19.pdf, TB Res 337.2019.pdf, 151172
_Town of Queensbury (003).pdf;4.5.pdf
Resolution 4.5
This resolution does the following:
• Accepts$60,000 in grant funding from the NYS Energy Research and Development Authority(NYSERDA)for the
adaptive signal control technologies(ASCT)study. You may recall that the study will look at the feasibility and
applicability as ASCT within the Aviation and Quaker Road Corridors from Exit 19 east to Lower Warren Street.
• Establishes Capital Project No. 234 for the project.
• Authorizes the Budget Office to temporarily transfer$60,000 from the General Fund to the Capital Project Fund
#234,to be paid back upon receipt of the grant funds.
• Authorizes the Town Supervisor to execute the Grant Agreement.
I will be the project manager for the Town, working cooperatively with Jack Mance, Senior Transportation Planner at the
Adirondack/Glens Falls Transportation Council. Our combined in-kind staff hours will provide a 25.6%cost match for
this project. The grant funds will go toward consulting services on the project.
The history of this grant process is described in the resolution.
Attached please find the following documents:
• Res.4.5 for the 11/2 meeting
• Town Board Resolution 337 of 2019.
• The Full Proposal for the study submitted in November 2019.
• The complete grant agreement received from NYSERDA on October 20, 2020.
Hard copies of this memo, Res. 4.5 and the attachments will be provided with your board meeting packet materials
Please let me know if you have any questions.
Stu
Stuart G. Baker,Senior Planner
Community Development Department
Town of Queensbury
742 Bay Road
Queensbury, NY 12804-5902
(518) 761-8222 Direct Line
We
stuartb@queensburV.net
1
RESOLUTION AUTHORIZING APPLICATION FOR FUNDS
FROM NYSDOT/NYSERDA FOR AN ADAPTIVE SIGNAL
CONTROL TECHNOLOGIES FEASIBILITY STUDY OF
AVIATION & QUAKER ROADS
RESOLUTION NO. 337,2019
INTRODUCED BY: Mrs. Jennifer Switzer
WHO MOVED ITS ADOPTION
SECONDED BY: Mr. George Ferone
WHEREAS, the New York State Department of Transportation (NYSDOT) and New
York State Energy Research and Development Authority (NYSERDA) issued Program
Opportunity Notice (PON) #3833 in April 2019 requesting innovative proposals to improve the
efficiency of New York's transportation system while reducing energy consumption and
greenhouse gas emissions, and
WHEREAS, in August 2019, the Town of Queensbury and the Adirondack/Glens Falls
Transportation Council (A/GFTC) submitted a Concept Paper to NYSDOT and NYSERDA
proposing to identify the feasibility and applicability of Adaptive Signal Control Technologies
(ASCT) within the Aviation/Quaker Road Corridor from Exit 19 east to Lower Warren Street,
and
WHEREA, in September 2019, NYSERDA notified the Town that the Concept Paper
was favorably reviewed and the Town was invited to submit a Full Proposal by November 4,
2019, and
WHEREAS, the estimated total cost of the project is Eighty Thousand Dollars ($80,000)
with the Full Proposal requesting grant funding of Sixty Thousand Dollars ($60,000), and
WHEREAS, the required twenty-five percent (25%) cost share of the project will be
Twenty Thousand Dollars ($20,000), to be provided through in-kind staff services of the Town's
Senior Planner, A/GFTC staff and other project partners, and
WHEREAS, NYSDOT and NYSERDA require the applicant to attest that they are
authorized to commit their organization to the proposal submitted, and
WHEREAS, the Senior Planner has requested Town Board authorization to prepare and
submit the Full Proposal with a Town commitment to the proposal,
NOW, THEREFORE, BE IT
RESOLVED, that the Queensbury Town Board hereby authorizes, directs and ratifies the
submission of the Full Proposal for funding to NYSDOT and NYSERDA for the Queensbury
ASCT Feasibility Study, and
BE IT FURTHER,
RESOLVED, that the Town Board further authorizes and directs the Senior Planner to
prepare and submit the requested documentation and certifications for the Queensbury ASCT
Feasibility Study Full Proposal as set forth above, and
BE IT FURTHER,
RESOLVED, that the Town Board further authorizes and directs the Town Supervisor,
Town Budget Officer and/or Senior Planner to take any other actions necessary to effectuate
the terms of this Resolution.
Duly adopted this 71h day of October, 2019,by the following vote:
AYES: Mr. Strough, Mr. Metivier, Mr. Ferone, Mrs. Switzer
NOES: None
ABSENT: Mrs. Atherden
Queensbury ASCT Feasibility Study
Focus Area: Efficient Infrastructure, Operations and Systems Planning
Funding Category and Amount: Funding Category 2: Research,Policy and Feasibility Studies
$60,000(Total Project Cost: $80,657)
Section A,Executive Summary
Background
The Aviation Road/Quaker Road corridor is an urban principal arterial that links Exit 19 of 1-87 east to
NYS Routes 32/254/River Street. The corridor,part of the National Highway System,can carry upwards
of 25,000 vehicles per day(see Figure 1 in Section B). The corridor study area has sixteen traffic primary
signals and six secondary signals which may also be included for analysis.
The primary signals' timing was last coordinated in a 2007 effort,but no longer consistently function in a
coordinated manner. 2018 data from the National Performance Management Research Data Set
(NPMRDS)indicates that the corridor experienced over 156,000 Peak Hours of Excessive Delay,making
improving traffic flow a high priority both locally and regionally.
Objective and Scope of Proposed Project
This feasibility study is intended to identify innovative signal-timing solutions to congestion management
in and around the Aviation Road/Quaker Road corridor in Queensbury,New York. The study will analyze
the feasibility of Adaptive Signal Control Technologies(ASCT),comparing ASCT to traditional signal
timing improvements in terms of efficacy,potential reduction in greenhouse gases,ease of
implementation, co-benefits, life cycle costs,and sustainability regarding operations and maintenance.
In general terms,the scope of work for the research study will be influenced by FHWA Guidance
Document Model Systems Engineering Documents for Adaptive Signal Control Technology Systems. This
will allow for a thorough exploration of the applicability,benefits,and drawbacks of an adaptive signal
control system in comparison to other signal control schema. The following primary study tasks will be
accomplished through contracted consulting services:
• Existing Conditions Inventory,including specifications and actuation of existing signal hardware,
review of existing pedestrian accommodations,traffic volume,turn movement,Level of Service
data and current measures of effectiveness such as travel time and delay.
• Signal Coordination Comparison between a traditional optimized signal coordination system and
ASCT looking at differences between different Measures of Effectiveness such as travel time and
delay, crash rates and greenhouse gas emissions.
• Pedestrian and Bicycle Improvement concept designs for up to six(6)intersections
• Cost/Benefit Analysis(CBA)and Operations&Maintenance(O&M)Alternatives. CBA will be
done using available Federal Highway Administration or Transportation Research Board tools.
O&M Alternatives will include discussion of responsible entities,training needs,equipment
requirements, and/or vendor contracts.
1
Findings from the above work will be presented at one or more public meetings,with relevant comments
informing the content of the final report.
Project Benefits
This study could provide the necessary research for the feasibility and subsequent implementation of an
Adaptive Signal Control Technologies(ASCT)pilot program for a small urban area,thus showing proof-
of-concept that this technology might be widely applicable to similar corridors in upstate New York.
Should ASCT prove to be infeasible for the Aviation/Quaker corridor,this project will still be useful as a
template for other communities seeking to complete similar studies in the future.
Team Members
The Town of Queensbury is the primary applicant,responsible for management of the consultant
procurement and grant management.Adirondack/Glens Falls Transportation Council(A/GFTC)staff will
provide assistance throughout the process and will be responsible for technical review of draft documents
from a transportation perspective, as well as assistance compiling the final report and facilitating public
meetings.Utilizing staff assistance from A/GFTC will keep consultant costs down and provide the bulk
of labor for the in-kind match.Key team members include:
Stuart Baker,Queensbury Senior Planner,will represent the priorities and perspectives of the Town of
Queensbury.As a long-standing member of A/GFTC's Planning Committee, Stu has familiarity with the
management of large-scale transportation planning projects. Stu also has strong prior experience in
management of grant-funded efforts in areas including federal aid transportation improvements,
brownfield redevelopment planning and affordable housing.
Jack Mance AICP, Senior Transportation Planner,will represent A/GFTC from a technical standpoint,
providing staff support and transportation planning services, including compiling the draft and final report
from technical materials provided by the consultant team.By including in-kind services from A/GFTC,
the Town will be able to make the most of NYSERDA funding by maximizing consultant resources
towards engineering and analysis rather than document preparation.
Aaron Frankenfeld, Staff Director of A/GFTC, will provide technical review,transportation planning
expertise,and QA/QC services.
Resumes for these key team members are included in the Appendix.
Other team members are anticipated to include representatives from Town of Queensbury Highway
Department,Warren County Department of Public Works,and the City of Glens Falls.The participation
of these representatives will also be counted toward the in-kind match for the project.NYSDOT will be
invited to participate as well,ideally with representation from Region 1 Planning and Program
Management and/or the Regional Traffic Engineer.
Section B,Background and Proposed Approach
This feasibility study is intended to identify innovative signal-timing solutions to congestion management
in and around the Aviation Road/Quaker Road corridor in Queensbury,New York. The study will
analyze the feasibility of Adaptive Signal Control Technologies(ASCT),with a focus on ACSLite
systems. This will be achieved by comparing ASCT to traditional signal timing improvements in terms of
efficacy, ease of implementation,co-benefits, life cycle costs, and sustainability regarding operations and
maintenance.The methodology will be based on the FHWA Guidance Document Model Systems
Engineering Documents for Adaptive Signal Control Technology Systems.I
This study could provide the necessary research for the feasibility and subsequent implementation of an
Adaptive Signal Control Technologies(ASCT)pilot program for a small urban area,thus showing proof-
of-concept that this technology might be widely applicable to similar corridors in upstate New York.
Should ASCT prove to be infeasible for this particular corridor,this project will still be useful as a
template for other communities seeking to complete similar studies in the future.
Background
The Aviation Road/Quaker Road corridor is an urban principal arterial which can carry upwards of
25,000 cars per day(see Figure 1 for specific volumes). The corridor,part of the National Highway
System(NHS), links Exit 19 of I-87 to US Route 9,then continues east,connecting to NYS routes 9L
and 32,culminating at River Street/NYS 254/NYS 32. There are high concentrations of retail uses on the
western and eastern ends of the corridor,and several of the crossing roadways provide crucial access to
regional recreation facilities, SUNY Adirondack,Lake George, and downtown Glens Falls. This corridor
also provides freight access to Vermont via NYS 32 to US 4.
There are sixteen traffic primary signals along the study area corridor,with another six secondary signals
which may be included for analysis,based on engineering judgement. Within this corridor,the signals are
clustered into three groups,based on previous signal timing efforts: Signal Cluster#1 includes I-87 to
Glen St.; Signal Cluster#2 includes Lafayette St.to Ridge Rd.;and Signal Cluster#3 includes Quaker
Ridge Rd.to River St. It is possible that signal clusters#1  would operate as a single unit if an
ASCT system were implemented. Signal Cluster#3 is included in this proposal due to its location on the
east end of the Quaker Road corridor. However, if it is deemed to be too distant to provide coordinated
functionality from the other clusters,this cluster may not be included in the final analysis.
The most recent effort to improve signal timing in the area was implemented in 2007,a cooperative
project spearheaded by NYSDOT Region 1.2 This produced a robust signal timing plan for the traffic
lights along Aviation and Quaker Roads between Exit 19 of 1-87 and River Street. Since that time,the
system no longer consistently functions in a coordinated manner. The primary reason is that every time
an individual signal is taken offline(for example,during a power outage or for maintenance)the timing
defaults to the recall state.As the entire system relies on a time-based schema,it is difficult to re-
establish the coordination without re-timing all of the lights at once. Given competing priorities for
maintenance,this has not occurred on a reliable basis. In addition,traffic patterns have shifted and new
lights have been installed,further eroding the applicability of the 2007 timing plan.Local efforts to
improve bicycle and pedestrian connections have also increased demand for accommodations such as
crosswalks,pedestrian countdown timers, and bicycle detection.
In terms of the performance of the system,statistics collected for the National Performance Management
Research Data Set(NPMRDS)indicate that in 2018,the Aviation/Quaker corridor experienced over
156,000 Peak Hours of Excessive Delay(PHED);this accounts for nearly half of the PHED recorded in
Warren County.'As such,improving travel flow and reducing bottlenecks in this corridor are a high
priority both locally and regionally.Although travel time reliability is fair throughout much of the
corridor,within Signal Cluster#l,this metric is substandard in peak hour conditions.
Signal Cluster 1:Exit 19 to Glen St.
g ' Signal Cluster 2:Lafayette St.to Ridge Rd. £,
2016 AADT(estimated): 25848 2016 AADT(estimated)Glen to Bay: 22411
Jurisdiction,roadway&signals:NYSDOT 2016 AADT(estimated)Bay to Ridge:21095 ;
� Jurisdiction,roadway:Warren County
Jurisdiction,slgnals:Town of Queensbury
------ Queensbury
.E
154
A
t� I £n J-I
Signal Cluster 3:Quaker Ridge Rd to River Rd
2016 AADT(estimated)Ridge to NYS32: 17850
2016 AADT(estimated)NYS 32 to River: 10545 32
Jurisdiction,roadway:Warren County
Jurisdiction signals:Town of Queensbury
N
0 0.5 Miles ------------
CONTEXT MAP Legend
Aviation/Quaker Road Corridor
Study Area Focus Area Traffic Signal-Primary
l Focus Area Traffic Signal-Secondary
G-,en Mount Land Use
Navorial
Forest Residential
- Vacant
Commercial
€ et'iectaSy Recreation/Open Space
,�' - ---- Community/Public Service
' Industrial
Service Layer Credits:et,opsnStreetMap(and)contributors.CC-BY-SA
In addition to quantitative measures,the qualitative experience of traveling through this corridor also
supports the need for improved signal coordination. Drivers frequently complain of"catching all the
reds"on Quaker Road even when traveling the speed limit, leading to increased frustration. There is also
observed and anecdotal evidence of excessive queue lengths, some of which fail to clear during standard
cycles of the signals.
Approach
Improved signal timing is likely a viable means to reduce unnecessary delay and its concomitant
greenhouse gas emissions.Rather than continue to repair an outdated system or pursue isolated
improvements,the Town of Queensbury is eager to explore long-term solutions,including upgrades to
the signal hardware,additional actuation,and improved pedestrian/bicycle accommodations.Exploring
whether ASCT can provide greater benefits to these improvements will ensure that the Town has the
most complete available analysis with which to inform future capital program decisions.
There have been a variety of studies completed for portions of the corridor,to address conditions at
specific intersections. These include:
• Quaker Road to Queensbury Avenue Connector Road Study,completed for A/GFTC in 2012,
which included an analysis of the Quaker Ridge and Dix Avenue intersections in Signal Cluster
#34
• Dix Avenue Corridor Study Update,completed for A/GFTC in 2016,which included an analysis
of the Quaker/Dix intersection in Signal Cluster#35
• Aviation Road/QUFSD Access Operations Analysis,completed for A/GFTC in 2017,which
included an analysis of the signal(s)just west of exit 19 off 1-87(Signal Cluster#1)6
• DRAFT Traffic Signal Evaluations and Recommendations, a technical memo prepared for the
Town of Queensbury in 2019,which analyzed several signals within Signal Clusters#2%
Similarly,the Adirondack/Glens Falls Transportation Council has identified the corridor as a priority in
the most recent update of their Long Range Transportation Plan,2040 Ahead8,both in terms of recurring
congestion and freight bottlenecks on the National Highway System(NHS).
As noted in the PON summary,ASCT systems are not widely deployed in New York State despite
successful applications in other states.This has resulted in a knowledge gap regarding the applicability of
this technology,further exacerbated by the wide variety of vendors offering proprietary software and/or
hardware.Many small-to-medium sized communities, such as Queensbury, do not have the in-house
expertise to determine the geographic scope of a potential ASCT deployment,the potential benefits of
such a system over traditional signal timing coordination efforts,nor to judge which specific technology
would be the best fit.As such,careful system planning and research is required.
In general terms,the scope of work for the research study will be influenced by FHWA Guidance
Document Model Systems Engineering Documents for Adaptive Signal Control Technology Systems. This
will allow for a thorough exploration of the applicability,benefits, and drawbacks of an adaptive signal
control system in comparison to other signal control schema.
Section C,Proposer Qualifications
The Town of Queensbury is the primary applicant,responsible for management of the consultant
procurement and grant management.Adirondack/Glens Falls Transportation Council(A/GFTC)staff will
provide assistance throughout the process and will be responsible for technical review of draft documents
from a transportation perspective,as well as assistance compiling the final report and facilitating public
meetings.Utilizing staff assistance from A/GFTC will keep consultant costs down and provide the bulk
of labor for the in-kind match.Key team members include:
Stuart Baker, Senior Planner for the Town of Queensbury,will act as Principal Investigator,Project
Manager and Grant Administrator,representing the priorities and perspectives of the Town of
Queensbury. Stu has over 25 years of experience in municipal planning. As an active member A/GFTC's
Planning Committee since 2007, Stu has strong familiarity with the structure and management of
transportation planning projects. Stu also has prior experience in management of grant-funded efforts in
areas including federal aid transportation improvements, brownfield redevelopment planning and
affordable housing. Transportation projects Stu has worked on include:
• Halfway Brook—Hudson Pointe Trail Connector Study, September 2018
• Aviation Road/Queensbury Union Free School District Access Operations Analysis,April 2017
• Dix Avenue Corridor Study Update,June 2016
• Exit 18 Rezone Study,February 2016
• Aviation Road/Dixon Road/Farr Lane Roundabout-NYSDOT/FWHA PIN 1759.06,2014
• Exit 20 Corridor Management Plan, September 2009
• Aviation Road Corridor Study, September 2008
Jack Mance AICP, Senior Transportation Planner,will represent A/GFTC from a technical standpoint,
providing staff support and transportation planning services, including compiling the draft and final report
from technical materials provided by the consultant team. By including in-kind services from A/GFTC,
the Town will be able to make the most of NYSERDA funding by maximizing consultant resources
towards engineering and analysis rather than document preparation. Jack has over 17 years of experience
in both the public and private sector,including land use,community,environmental, and transportation
planning. In his eight years at the Adirondack/Glens Falls Transportation Council,he has prepared or
managed transportation projects at every scale,with emphasis areas including safety,bike/ped,climate
change/resiliency,transit,and traffic operations/congestion management. Jack will represent A/GFTC
from a technical standpoint,providing staff support and transportation planning services,including
compiling the draft and final report from technical materials provided by the consultant team.
Aaron Frankenfeld,Transportation Planning Director of A/GFTC,will provide technical review,
transportation planning expertise,and QA/QC services.Aaron has over 20 years of experience in public
sector land use planning,data analysis, and transportation planning.Aaron has served as the Director for
the Adirondack/Glens Falls Transportation Council since 2002. Aaron will provide technical review,
transportation planning expertise,and QA/QC services
Resumes for these key team members are included in the Appendix.
Other team members are anticipated to include representatives from Town of Queensbury Highway
Department, Warren County Department of Public Works, and the City of Glens Falls. The participation
of these representatives will also be counted toward the in-kind match for the project.NYSDOT will be
invited to participate as well, ideally with representation from Region 1 Planning and Program
Management and/or the Regional Traffic Engineer.
A subcontractor will be assigned to the project upon approval of funding from NYSERDA. Consulting
services will be selected through a competitive procurement process consistent with the laws,rules and
regulations of the Town of Queensbury and the State of New York.
Section D,Project Benefits
One of the major goals of the proposed research study will be to estimate the potential benefits of an
ASCT system compared to an updated signal coordination effort.According to FHWA,adaptive signal
control may improve relevant performance metrics by 10-50%,with the higher range of benefits seen in
areas with outdated signal timing practices.'Adaptive systems react to changing traffic conditions in real
time,which can maximize throughput, smooth the flow of traffic,manage queues,provide equitable
access to adjacent land uses, and/or any combination of the above. This may result in reduced GHG
emissions as vehicles move more efficiently through the network.
In real-world terms, a comparable example can be seen in the East Liberty neighborhood of Pittsburgh,
Pennsylvania.10 In 2012,ASCT pilot program was performed, including a"before and after"study which
involved measuring actual driving conditions. The study area was comprised of a roadway network
containing 9 intersections centered around a retail/big-box center,with daily traffic reaching almost
30,000 average cars per day; although this was a grid-network area,not a corridor,in many ways the area
has similar characteristics to the Aviation/Quaker corridor.To measure the effect of the ASCT system",
12 driving routes were identified. The driving performance,as measured in travel time, speed,number of
stops, and wait time,was measured over the course of the day. Overall,there were improvements in every
metric,ranging from 25-40%. Reductions in fuel consumption emissions and were calculated based on
these measurements,resulting in an improvement of just over 21%.
An example of potential benefits for a linear corridor was simulated in a modeling platform along the
Route 19/Perry Highway corridor in Wexford,Pennsylvania, a suburb of Pittsburgh.12 This corridor
carries approximately 20,000-30,000 AADT in a suburban environment; similar to Aviation/Quaker
Road, Route 19 experiences heavy peak hour surges and high traffic related to retail activity. A section of
this corridor, including 8 signalized intersections,was modeled both for time-of-day and adaptive signal
control schema.13 The results showed that the ASCT system showed improvements between 4-9%for
three air quality pollutants,above and beyond the improvements which would result from an optimized
time-of-day system. It is important to note that these results were computer simulations only;however,
the methodology may be useful when comparing ASCT to traditional signal timing.
Although there is not currently enough data to extrapolate these results to the Aviation/Quaker corridor,
there is potential for significant benefits. For example,in 2018,there was over 144,000 hours of delay
within the corridor.14(Note that this statistic refers to all delay as measured in difference of speed below
freeflow conditions.This is distinct from Peak Hour Excessive Delay, which is calculated according to a
formula set by federal regulation.)Much of this delay occurred in"non-peak"hours(between 12:00-4:00
p.m.),with significant seasonal fluctuations.These patterns may be difficult to account for using
traditional time-of-day coordination methods.As such,innovative solutions such as ASCT could reap
meaningful reductions in delay,which would reduce greenhouse gas emissions and the real-world costs of
delay,while improving quality of life for residents and commuters.
There are a number of potential co-benefits for an ASCT deployment,which will also be explored in the
course of the research effort.These include:
• Potential safety benefits.As seen in Table 1,accident rates at several key intersections in the
corridor are well above NY state averages.'
Table 1: Selected Accident Rates"
Intersection 2015—2018 NYS Average Greater than
Crash Rate Accident Rate NYS Average
Bay Road and Glenwood Avenue 1.60 0.25 6.4
Bay Road and Quaker Road 2.13 0.25 8.5
Quaker Road and Meadowbrook 0.53 0.25 2.1
Road
-Quaker Road and Dix Avenue 2.18 0.25 8.7
In terms of the influence of signal timing on crash rates, long queues and high congestion can
lead to risky behavior on the part of frustrated drivers(for example,by attempting to speed
through a late yellow light,rather than wait through an additional cycle).It is likely that improved
signal timing,whether traditional or adaptive,will result in a reduction in crashes caused by
driver frustration.
• Reduced congestion on alternate routes.Anecdotally,residents of surrounding through-streets
have complained of increased traffic in recent years.Although this may be primarily due to an
increase in traffic over the entire road network, it is possible that some of the perceived increase
is due to drivers seeking alternate routes,in order to avoid"catching the reds"on Quaker Road.
Traffic smoothing on the primary arterial may lead to decreased pressure on nearby residential
streets,improving quality of life in those areas.
• Improved pedestrian and bicycle accommodation.A secondary goal of this study is to integrate
pedestrian and bicycle improvements. Quaker Road in particular is lacking in any pedestrian
accommodation,despite heavy pedestrian generators in the vicinity. The research study will
examine what improvements to signal control and roadway infrastructure will be needed to
provide adequate pedestrian and bicycle accommodation at intersections within the corridor.
Where possible,the benefits for both traditional and adaptive signal control improvements will be
modeled and quantified for the research study. It is anticipated that this will be completed using
SYNCHRO or similar micro-simulation traffic modeling platforms.In addition,life cycle costs and
benefits will also be calculated,including the benefits of potential safety improvements.
Note:the Initial Proposal contained typos regarding the accident rates.The correct accident rates are
noted,based on statistics contained in the referenced Technical Memo.
E.Path to Market Acceptance
Interest in ASCT has been demonstrated in the region.Within NYSDOT Region 1,there was a pilot
demonstration project for an ACS-Lite system along the Wolf Road corridor in the Town of Colonie
during 2013-2014.16 The results of this pilot were mixed.Issues with the software and hardware created
significant delays in the project.In addition,the physical scope of the system was too narrow.Although
there were notable performance improvements to some intersections within the corridor, one crucial
intersection(Albany/Shaker Road)had a dramatic increase in delay. It was determined that this condition
was a result of the software"metering"access to Wolf Road;by limiting access into the corridor at this
key intersection,the operation of downstream intersections was improved.However,the resulting
increase in delay at the Albany/Shaker intersection was judged to be a significant negative impact
overall.This finding underscores the need for careful system planning and an integrated corridor
management approach.
In addition to the previously referenced ACS-Lite pilot on Wolf Road,the Capital District Transportation
Committee(CDTC)recommends adaptive signal control in the 1-87/US 9 Integrated Corridor
Management Plan.17 The primary function of ASCT in this case would be to manage demand surges
during incidents on I-87, as traffic is funneled on to Route 9. This recommendation is carried through to
the CDTC Regional Operations and Safety Advisory Committee White Paper as well.18
There are several barriers to implementation of ASCT,however.At the statewide/regional level,the Wolf
Road pilot did not result in a successful demonstration of adaptive signals, in that the performance of the
roadway network suffered during the trial. This has,understandably,fostered caution for future
deployment on the part of NYSDOT. However, at least in the case of Region 1 NYSDOT,there is a stated
willingness to partner with local municipalities on pilot demonstrations,with the understanding that
NYSDOT will not be responsible for ongoing maintenance or operation of the system.is
For local municipalities such as the Town of Queensbury,there are a number of obstacles. The need for
assistance in systems planning may prevent a community from exploring ASCT as an option.In addition,
the need to upgrade signal hardware can often represent a large capital expense which may be hard to
justify, especially if the existing signals still function on a limited basis.However,perhaps the most
significant obstacle to ASCT is ongoing operations/maintenance. The technology requires significant
training to maintain,utilizing skillsets which are not always present among the traffic signal coordinators
employed by small-to-midsize communities.
In the case of the Town of Queensbury,traffic signal maintenance and coordination services are
completed through a shared services agreement with the City of Glens Falls. This proposed study
represents an opportunity to pursue alternative arrangements without significant disruption to municipal
staffing for the City;however, it is likely that any new ASCT system would require additional ongoing
costs to the town,above and beyond the existing shared services arrangement.A key priority of the
proposed research project is to document those additional costs and provide one or more alternatives
regarding operations and maintenance(i.e.,vendor contracts,additional staff,partnerships with other
agencies such as Warren County,etc.)By providing research into this topic on behalf of the Town of
Queensbury,it may pave the way for implementation of ASCT,not just in other communities in the
A/GFTC area,but throughout suburban communities in upstate New York.
Section F,Budget Description and Cost Sharing
NYSERDA Funding Requested: $60,000
Cost Sharing: $20,657(25.6%)
Total Project Cost $80,657
The Town of Queensbury and Adirondack/Glens Falls Transportation Council(A/GFTC)will provide in-
kind cost sharing services for this study. The Town will be responsible for Project Management and Grant
Administration services. By including in-kind services from A/GFTC,the Town will be able to make the
most of NYSERDA funding by maximizing consultant resources towards engineering and analysis rather
than document preparation. A letter of commitment from A/GFTC is included in the Appendix.
The requested NYSERDA funding will be allocated to consulting services for Tasks 2 through 8.
PROPOSAL COST SHARING TABLE
Proposed Funding by Task Cash and In-kind Pro at Total
Faadln Source Task 0 Task I ) Task 2 Task 3 Task 4 Task 5 Task 6$ Task 7 ) Task 8 Cash$ N-Kind S
NY State $ - S - 51,200.00 530,000.00 $15,000.00 $6,000.00 $3,000.00 $1,800.00 S 3,00000 560,000.00 $
Tows of ueensbu $535,50 51,071D0 S 160.65 S 160k5 $ 160,65 $ 160.65 $ 642.60 $ 642.60 S 1,285.20 S $4,819.50
AIGFTC $ - $ 522.96 S 398.46 $ 521% $ 398.46 $ 398.46 $3,286.92 51,643.46 S 8,665.68 $ $15,837.36
Task Total $535.50 $1,593.96 $1,759.11 $30,683.61 $15,559.11 $65559.11 $6929.52 $4,086.06 $12,950.88 $60,000.00 $20,656.86
A larger font version of this Table is included in the Appendix.
ENDNOTES AND CITATIONS
' Federal Highway Administration&DKS Associates.2012.Model Systems Engineering Documents for Adaptive
Signal Control Technology Systems-Guidance Document.Project Report,Washington DC:Federal Highway
Administration.https:Hops.fhwa.dot.gov/publications/fbwahop11027/mse_asct.pdf
z This signal timing effort was a capital project funded through the A/GFTC Transportation Improvement Program.
As such,the design of the project was documented several years earlier as part of NYSDOT's design procedures.
New York State Department of Transportation.2001. "Quaker Road Signal Improvements."Design Report,Warren
County.
s Peak Hours of Excessive Delay data originated from the National Performance Management Research Data Set,as
collated by AVAIL Labs for NYSDOT and NYS Metropolitan Planning Organizations including A/GFTC.
a Creighton Manning Engineering,LLP.2012.Quaker Road to Queensbury Avenue Connector Road Study.Glens
Falls:Adirondack/Glens Falls Transportation Council.
s The Chazen Companies.2016.Dix Avenue Corridor Study Update.2016:Adirondack/Glens Falls Transportation
Council.
'Barton&Loguidice.2017.Aviation Road/QUFSD Access Operations Analysis.Glens Falls:Adirondack/Glens
Falls Transportation Council.
Barton&Loguidice.2019. "DRAFT Traffic Signal Evaluations and Recommendations."Technical Memo,Town
of Queensbury.
8 Adirondack/Glens Falls Transportation Council.2018."2040 Ahead."Long Range Transportation Plan.
9 Federal Highway Administration.n.d.Accessed October 2019.
https://www.fliwa.dot.gov/innovation/everydaycounts/edc-1/asct.cf n.
"Smith,Stephen F.,Gregory J.Barlow,Xie Xiao-Feng,and Zachary B.Rubenstein.2012.Real-Time Adaptive
Traffic Signal Control for Urban Road Networks: The East Liberty Pilot Test. Pittsburgh,PA:The Robotics
Institute,Carnegie Mellon University.
"In this case,the ASCT product was Surtrac.See https:r wvvw.rapid110Mech.conusurtrac for more information.
12 Wei,Xin.2013.Determining the Environmental Benefits ofAdaptive Signal Control Systems Using Simulation
Models. Pittsburgh,PA: Swanson School of Engineering,University of Pittsburgh.
"In this case,the ASCT product was InlSync. See https:.traffic bot.rhvthnl traffic.co tit'for more information.
14Delay data originated from the National Performance Management Research Data Set,as collated by AVAIL Labs
for NYSDOT and NYS Metropolitan Planning Organizations including A/GFTC. See Appendix for details.
15 Barton&Loguidice,D.P.C.2019."DRAFT Traffic Signal Evaluations and Recommendations."Technical
Memo.
16 Ban,Xuegang,and Cara Wang.2014.Adaptive Traffic Signal Control System(ACS-Lite)for Wolf Road,
Albany,New York.Troy,NY:Rensselaer Polytechnic Institute.
"Capital District Transportation Committee.2015. "I-87/US 9 Integrated Corridor Management Plan."
18 Capital District Transportation Committee.2015. "Regional Operations and Safety Advisory Committee."White
Paper.
19 As per email from Robert Rice,NYSDOT Regionl Regional Program&Project Manager to Jack Mance,
A/GFTC,dated 06/27/2019
Appendix
• Cover Letter from Town Supervisor John Strough to Alicia Barton 10-28-19
• Queensbury Town Board Authorizing Resolution 337 of 2019
• Professional Resumes for Town &A/GFTC
• Adirondack/Glens Falls Transportation Council Letter of Commitment
• NYS DOT Email of Concurrence
• Letters of Support
o Senator Betty Little
o Assemblyman Dan Stec
o Town of Queensbury Highway Superintendent Dave Duell
o Warren County DPW Superintendent Kevin Hajos
o EDC Warren County President Ed Bartholomew
• Delay Statistics Summary
• Proposal Cost Sharing Table
• Disclosure of Prior Findings of Non-Responsibility Addendum
T OF QUEENSBURY
"Home of Natural Beauty...A Good Place to Live" Settled 1763
October 28,2019
Alicia Barton
President&Chief Executive Officer
NYSERDA
17 Columbia Circle
Albany, NY 12203-6399
Re: PON 3833 Full Proposal:Queensbury ASCT Feasibility Study
Dear Ms. Barton:
On behalf of the Town of Queensbury,we are pleased to submit our Full Proposal in response to PON
3833: Queensbury Adaptive Signal Technology(ASCT)Feasibility Study.
The proposed feasibility study will look at the potential applicability of modern traffic signal
coordination technology to the Aviation and Quaker roads corridor in the Town of Queensbury. This
joint New York State and Warren County corridor is a major east/west thoroughfare that carries upward
of 25,000 vehicles per day.
The study will study potential ASCT benefits to the corridor that include reduction of greenhouse gases,
reduce travel times, increased vehicular and non-vehicular safety,and improved quality of life. This
study could herald the development of an ASCT pilot program for a small upstate urban area,thus
showing proof of concept that this technology may be widely applicable to similar corridors state-wide.
The Town is pleased to have worked closely with the Adirondack/Glens Falls Transportation Council(our
local Metropolitan Planning Organization)on this proposal. Additionally,this feasibility study also has
the support of the Warren County Department of Public Works,Warren County Economic Development
Council,the Town of Queensbury Highway Department,Assemblyman Dan Stec and NYS Senator Betty
O'C. Little.
Thank you for the opportunity to submit this Full Proposal. We look forward to NYSERDA's review and
working with our project partners on completing this important study. If you need any additional
information, please contact Stu Baker,Senior Planner for the Town of Queensbury at
v! . .or(518)761-8222
Respectfully submitted,
John F.Strough
Town Supervisor
742 Bad Road 4 Queensbury,NY 12804 Pizone: 518-761.8201 4 wmv.queenshury.net
RESOLUTION AUTHORIZING APPLICATION FOR FUNDS
FROM NYSDOT/NYSERDA FOR AN ADAPTIVE SIGNAL
CONTROL TECHNOLOGIES FEASIBILITY STUDY OF
AVIATION & QUAKER ROADS
RESOLUTION NO.337,2019
INTRODUCED BY: Mrs.Jennifer Switzer
WHO MOVED ITS ADOPTION
SECONDED BY: Mr. George Ferone
WHEREAS, the New York State Department of Transportation (NYSDOT) and New
York State Energy Research and Development Authority (NYSERDA) issued Program
Opportunity Notice (PON) #3833 in April 2019 requesting innovative proposals to improve the
efficiency of New York's transportation system while reducing energy consumption and
greenhouse gas emissions, and
WHEREAS, in August 2019, the Town of Queensbury and the Adirondack/Glens Falls
Transportation Council (A/GFTC) submitted a Concept Paper to NYSDOT and NYSERDA
proposing to identify the feasibility and applicability of Adaptive Signal Control Technologies
(ASCT) within the Aviation/Quaker Road Corridor from Exit 19 east to Lower Warren Street,
and
WHEREA, in September 2019, NYSERDA notified the Town that the Concept Paper
was favorably reviewed and the Town was invited to submit a Full Proposal by November 4,
2019, and
WHEREAS, the estimated total cost of the project is Eighty Thousand Dollars ($80,000)
with the Full Proposal requesting grant funding of Sixty Thousand Dollars ($60,000), and
WHEREAS, the required twenty-five percent (25%) cost share of the project will be
Twenty Thousand Dollars ($20,000), to be provided through in-kind staff services of the Town's
Senior Planner,A/GFTC staff and other project partners, and
WHEREAS, NYSDOT and NYSERDA require the applicant to attest that they are
authorized to commit their organization to the proposal submitted, and
WHEREAS, the Senior Planner has requested Town Board authorization to prepare and
submit the Full Proposal with a Town commitment to the proposal,
NOW, THEREFORE, BE IT
RESOLVED,that the Queensbury Town Board hereby authorizes, directs and ratifies the
submission of the Full Proposal for funding to NYSDOT and NYSERDA for the Queensbury
ASCT Feasibility Study, and
BE IT FURTHER,
RESOLVED, that the Town Board further authorizes and directs the Senior Planner to
prepare and submit the requested documentation and certifications for the Queensbury ASCT
Feasibility Study Full Proposal as set forth above, and
BE IT FURTHER,
RESOLVED, that the Town Board further authorizes and directs the Town Supervisor,
Town Budget Officer and/or Senior Planner to take any other actions necessary to effectuate
the terms of this Resolution.
Duly adopted this 7th day of October, 2019,by the following vote:
AYES: Mr. Strough,Mr. Metivier, Mr. Ferone, Mrs. Switzer
NOES: None
ABSENT: Mrs. Atherden
STUART G. BAKER, Senior Planner
Community Development Department
Town of Queensbury
742 Bay Road
Queensbury, NY 12804
(518)761-8222
stuartbOgueensbury.net
PROFESSIONAL EXPERIENCE
Senior Planner,Town of Queensbury, NY. November 29, 2004 to present
• Project management in comprehensive planning, land use code revisions, SEQR compliance, brownfield
redevelopment planning, affordable housing planning &retention and transportation planning
• Grant administration for housing (HOME, CDBG, AHC), transportation (NYSDOT, FHA), planning (NYS BOA&
LWRP)and economic development(CDBG). Grant totals administered to date: $4.26 million
• Member,Adirondack/Glens Falls Transportation Council Planning Committee, May 2007 to present
Planner,Chenango County, NY. October 2002 to November 2004
• Coordinated, researched and began draft of a revised county comprehensive plan.
• Administered housing &economic development revolving loan funds.
• Served on County Agricultural Development Council
• Administered CDBG first time homebuyers grant.
• Provided technical assistance to municipalities on land use planning, regulation and economic development
projects.
Planner,Village of Potsdam, NY.July 2000 to May 2002
• Coordinated, research and draft a revised comprehensive plan. Plan was adopted in August 2001
• Researched and drafted municipal commerce park design covenants and village code amendments addressing
telecommunications towers and antennae, solid waste management and property maintenance, sexually
oriented businesses, subdivision regulation and affordable housing.
• Coordinated and staffed a joint Town and Village highway corridor access management study with the NY
Department of Transportation
• Assisted with data collection for CDBG and HOME grant applications
Director of Economic Development,Town and Village of Canton, NY.July 1998 to July 2000
• Led and coordinated business retention, expansion and recruitment efforts
• Administered a$40,000 Empire State Development Corporation grant
• Assisted Village Planning Board with developing a site plan review code
• Facilitated over$1.1 M in private business development, including retention of 200 jobs and anticipated
creation of over 130 new jobs
Assistant Town Manager,Town of Littleton, NH.August 1997 to June 1998
• Provided technical and administrative assistance to Town Manager and the Board of Selectmen
• Developed and administered annual$4 million operating budget
• Managed daily operations of all departments and 50 full time staff
Town Planner,Town of Littleton, NH. October 1994 to June 1998
• Provided technical and administrative assistance to Planning Board and Zoning Board of Adjustment
• Managed CDBG and SBA grant programs
• Reviewed all Planning Board and Zoning Board of Adjustment applications, including subdivisions, variances,
special exceptions and building permits
• Researched and coordinated ordinance and master plan revisions
• Coordinated and facilitated economic development and revitalization efforts, including creation of a downtown
revitalization organization affiliated with the National Trust for Historic Preservation's National Main Street
Center
Circuit Rider Planner, Lamoille County Planning Commission, Morrisville VT. January 1993 to June 1994
• Acted as Interim Town Planner for the Town of Stowe, assisting Planning Commission and Conservation
Commission with permit review and Trails and Greenways project coordination from June to October 1993
• Assisted local planning commissions in four towns with revising and adopting their municipal development plans
Stuart G. Baker
Page 2
• Assisted member community with adopting revised Flood Hazard Bylaws in accordance with FEMA
requirements
• Provided technical assistance to member communities as needed
Planner 1, St. Lawrence County Planning Office, Canton, NY. June to August 1992
• Coordinated County Board of Legislators' Eight Year Review of a 70,000 acre agricultural district
• Implemented legal requirements of New York State Agricultural District Law
• Wrote final report approved by the St. Lawrence County Board of Legislators and New York State Department
of Agriculture and Markets
• Reviewed local proposal for rezoning and presented recommendations to County Planning Board
Greenwav Coordinator, Blackstone River Watershed Association, Inc.,Whitinsville,MA. December 1990 to
June1991
• Managed National Park Service funding for three Cooperative Agreement programs
• Coordinated research and development of a greenway along the Blackstone River and tributaries in
Massachusetts and Rhode Island
• Developed grant proposal and initiated $25,000 fund-raising campaign to support continuation of the greenway
program
• Promoted local participation in the greenway development through public outreach to municipalities and civic
organizations
Assistant Planner,Town of Queensbury, NY. October 1989 to November 1990
• Assisted applicants with preparation of development applications for Planning Board and Zoning Board of
Appeals
• Reviewed applications and environmental assessment forms for accuracy and completeness
• Prepared written comments on residential, commercial and industrial development applications
Office Associate, EIP/Northeast(A program of the CEIP Fund Inc.)Awarded position on assignment to the Essex
County Greenbelt Association, Essex, MA. July to September 1989
• Designed and implemented a comprehensive program to protect over 22,000 acres of salt marsh
• Organized and implemented an aggressive salt marsh acquisitions strategy
Environmental Intern, Farmington River Watershed Association, Inc., Simsbury,CT. Summers and
Christmas Breaks, 1987& 1988
• Researched and designed a regional land protection initiative to preserve and protect corridor of Farmington
River
• Developed marketing program to raise funds annually from 21 Connecticut towns
• Organized and coordinated two day River Rescue Clinic for area emergency services personnel
EDUCATION
Bachelor of Arts degree in Environmental Studies/Sociology, St. Lawrence University, Canton, NY, 1989
Natural Resources Planning Program, School of Natural Resources, University of Vermont, Burlington,VT, Fall
1991 and Fall 1992 to Fall 1993
Rural, Town and Regional Planning Program, Geography Department, University of Montana, Missoula, MT,
Spring 1992
COMMUNITY ACTIVITIES
President, PRIDE of Ticonderoga Board of Directors, July 2019 to present
B.P.O.E. Ticonderoga Lodge#1494, 2009 to present
• Exalted Ruler, 2018-19
• Inner Guard, 2019-2020
• Elks National Foundation Chairman - North District, 2018 to present
Town of Ticonderoga Planning Board, February 2009—December 2018
0 Chairman, January 2013—December 2018
^
l@CkMaDCe
bducaUon Senior Transportation Planner
mz`/*, n+'anu,capr�rcmzpr^'�
Professional Exnerieuce3uruooary
cun�oU�i.er~^vzO0z. ^
cc�cp�',at/nn 'npvm.c.�n� Jack KXonce has over 17 years of experience in both the public and
mana�e,n'nr private sector, including land use,community,environmental,and
transportation planning. In his eight years at the Adirondack/Glens Falls
Transportation Council, he has prepared ormanaged transportation
moa
projects ot every scale,with emphasis areas including safety, bike/ped'
Certifications ' '
c|imatechanBe/resi|iency transit, and traffic operations/congestion
management.
pm�ner` /4/Cr'
Project Experience
N4ernhershiVs//\ffl liuLions Regional Transportation Plans/Studies:
�'nericar P/a:nm�4ssucm�/or
* /VGFT[Long Range Transportation P|an
m�� �s`or'aom� n/ �|e0000xur * Coordinated Human Services Transportation Plan
Rural Transportation Needs Assessment and Options Analysis
A/GFTC Regional Bicycle/Pedestrian Plan
sa+��' [iorucccxa»�e. T~ans �
Corridor Studies:
° North Creek/Ski Bowl Connectivity Plan (onQong,Town of
]ohnsburg)
w Main Street Streetscape Plan (Village ofGreenwich)
* Dix Avenue Corridor Study Update(Glens Falls,Oueensbury,
Kingsbury)
* Exit 17/Us Route 9 Corridor Land Use&Transportation Study
(Town ofMoreau)
* River Street Streetscape Revitalization Plan (Town ofWarrensburg)
Safety Plans/Studies:
* County-wide Local System Safety Screening Plans(VVarren,
Washington, Northern Saratoga Counties)
* Intersection evaluations: Bay/Cronin (Town ofDueensbury);County
Routes 21/18(Town ofVVhiteha||); Bay/Sanford (City of Glens Falls)
Bicycle/Pedestrian Plans:
w City of Glens Falls Bikeshane Feasibility Technical Memo
° Lake George-Warrensburg Bikeway Extension Concept Plan
* Halfway Brook to Hudson Pointe Trail Connector Study
° Americans with Disabilities Act(ADA)Transition Plan Inventories
* Fire Road—Crandall Park—Kensington Road Elementary School
Bicycle and Pedestrian Improvements
=�==�=��*����
'
Aaron Frankenfeld
G�ucadon Transportation Planning Director
sacxr�*�v'sci�rre. pubxc
p!anwn�' mnu�e,, �r(za.`a Professional Experience Summary
Aaron F'ankenfekd has over JO years of experience in public sector land
poo/ica/ sc|e,�ea,Jaeo|o�v use planning, data analysis,and transportation planning. Having served
as the Director for the Adirondack/Glens Falls Transportation Council
[erLificaLiun'� since 2UOZ, he has overseen initiatives to expand representation and
�n��itute n�Transp�n°uo" participation, responsiveness, public access, and organizational value
sn�//'rrrs p,ofe��'o.a| and efficiency.
''a"�po,�auonpiarnrzn0�
z0z7 Project Experience
Nevv York S'tate Regional Transportation Plans/Studies:
Association of * A/GFTCTransportation Improvement Program
Metropo}itaoP|onnin� * A/GFT[Transit Development Plan
Organizations * Access Management Plan and Guidebook for Municipalities
C��i,mun_ mv�xooc/anpno| ° Warren County Airport Access Alternatives Analysis
me��opd|canP/�nn/n� w A/GFTC Travel Demand Model Development
O,�a«/zaoon� (wYs�wp�) �o`h
zOze Corridor, Intersection, and Safety Studies:
mYS�uxwJExec�c/veCo'n,.` �'e~ * Glen Street/Fire Rd/Webster Avenue Intersection Evaluation
zO�u-Z0ze * Aviation Road/{lUF8DAccess Analysis
* White Creek Watershed Flood Vulnerability and Mitigation
mv��u4P0vvorkm�G'oup
Assessmnent—Sa|em
�oo,d/na��r �ozo zo�s
* Exit 18 Rezoning Analysis—Oueensbury
mvs4mpOvxormn� G'o,p` * G|ensFaUsSchoo|sOrcu|ation6tudy
praiu��T,nvc| oerpndm�de)''`m. * Lake George Gateway Study
wana�e�`e"�anoOp�rouo``
* Crandall Street/Sherman Avenue Intersection Evaluation
° Glens Falls Residential Traffic Calming Study
* Exit 2U/Route 9 Corridor Study—Oueensbury
* Aviation Road Corridor Study
* Jackson Heights School Access Study—Glens Falls
* Big Cross School Access Study—Glens Falls
* Glens Falls Transportation Center
* Greenwich Schools Access Study
* Route 9 Corridor Study—South Glens Falls and Moreau
* Route 4 Corridor Study—Kingsbury'Hampton
* Hudson Avenue/Warren Street Corridor Study'Glens Falls
* Dix Avenue Corridor Study 'Glens Falls—Kingsbury
° Exit z8 Corridor Study—Glens Falls [\ueensbury
Adirondack/Glens Falls Transportation Council
(Arc
11 South Street, Suite 203
Glens Falls, NY 12801
p: (518) 223-0086 f:(518) 223-0584
A/G F 1 C info@agftc.org www.agftc.org
October 24, 2019
Stuart Baker
Senior Planner
Queensbury Planning Department
742 Bay Road
Queensbury, New York 12804
Re: NYSERDA PON 3833
Dear Mr. Baker:
This letter is to confirm the commitment of the Adirondack/Glens Falls Transportation Council to provide
staff services for the proposed Aviation-Quaker Road Actuated Signal Coordination Technology (ASCT)
Feasibility Study. Taking proactive steps to identify ways to reduce congestion and greenhouse gas
emissions for this regionally-critical corridor represents a priority of A/GFTC.
Should the Town be successfully awarded funding under the New York State Energy Research
Development Agency program "Improving the Efficiency of New York's Transportation System",A/GFTC
staff will provide labor services as described in Appendix C and D of the proposal.
Regards,
Aaron Frankenfeld
Transportation Planning Director
Jack Mance
From: Rice, Robert(DOT) <Robert.Rice@dot.ny.gov>
Sent: Thursday, June 27, 2019 11:57 AM
To: Jack Mance
Cc: Wichser, Greg (DOT); Kirch, Brian (DOT); afrankenfeld@agftc.org; stuartb@queensbury.net;
Pyskadlo, Mark(DOT)
Subject: RE: Request for Concurrence-Adaptive Traffic Signal Control Feasibility Study
Good Morning Jack,
On behalf of Region 1 and per your request,the state-owned traffic signals can be included in the subject feasibility
study. NYSDOT is certainly interested in any initiative to improve mobility along a corridor. NYSDOT would also
recommend that system maintenance be an fundamental element of any feasibility analysis for the signal control
system.While initial forecasts may show improved efficiency, past experience has demonstrated that the system is only
as effective as the ability to maintain its functionality.As it stands,NYSDOT Region One and Main Office do not have the
expertise in house to operate and maintain an adaptive signal system.Any future implementation of such a system must
include a realistic maintenance program.
Certainly let me know if you need anything else at this point.
Thanks, Bob
Robert E. Rice Jr, PE
Regional Planning & Program Manager
NYS Department of Transportation: Region 1
Planning and Program Management
50 Wolf Rd, Albany, NY 12232
(518) 457-7376 1 robert.rice(c dot.ny.gov
NEWYORK I Department of
seaT�or
oPPORTUNrry Transportation
From:Jack Mance [mailto:jmance@agftc.org]
Sent:Wednesday,June 26,2019 3:48 PM
To: Pyskadlo, Mark(DOT)<Mark.Pyskadlo@dot.ny.gov>
Cc: Rice, Robert (DOT)<Robert.Rice@ dot.ny.gov>;Wichser,Greg(DOT)<Greg.Wichser@dot.ny.gov>; Kirch, Brian (DOT)
<Brian.Kirch@dot.ny.gov>;af ran kenfeld@agftc.org;stuartb@queensbury.net
Subject: Request for Concurrence-Adaptive Traffic Signal Control Feasibility Study
ATTENTION: This email correfrom an external source. i. not open attachments or click on linksfrorn, unknown senders .
unexpected-
Hi Mark,
I'm working with the Town of Queensbury to develop a proposal to apply for NYSERDA/NYSDOT's Program Opportunity
Notice(PON)3833: Improving the Efficiency of New York's Transportation System. Specifically,the Town is seeking to
complete a feasibility study for the potential to establish an adaptive traffic signal control system for the Aviation and
Quaker Road corridor,from Exit 19 on 187 in the west to Warren Street in the east.Several of the signals in this corridor
are owned and maintained by NYSDOT.
As such,we are requesting concurrence from NYSDOT Region 1 that the relevant state-owned traffic signals can be
included in the study, and/or that the analysis of adaptive signal control may be applicable for this corridor.A reply to
this email is sufficient;we are not seeking a letter of support or any commitment of resources from NYSDOT at this stage
1
as those would potentially disqualify the proposal. If there is a sense that this technology would not be feasible,or if
there are other reasons the state-owned infrastructure should not be included in the scope of the study, please let me
know.
Thanks for your time. If you have any questions or want more information,don't hesitate to contact me.
Thanks,
Jack Mance,AICP
Senior Transportation Planner
Adirondack/Glens Falls Transportation Council
11 South Street,Suite 203
Glens Falls, NY 12801
P: 518-223-0086
F: 518-223-0584
Virus-free. www.avast.com
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THE SENA€F.
PMNSANN-
STAT-E OF NEW YORK
October 28,2019
John F. Strough, III
Town Supervisor
Town of Queensbury
742 Bay Road
Queensbury,New York 12804
Dear Supervisor Strough:
I am writing to express my support of the Town of Queensbury's full proposal to NYSERDA for
funding of the Queensbury Adaptive Signal Control Technologies (ASCT) Feasibility Study. I
understand this study will encompass the stretch of roadway from Northway Exit 19 on Aviation
Road to the intersection of Quaker Road and Lower Warren Street.
As we are all aware, the traffic congestion on this important State and County corridor has been
increasing over time,causing concerns about effects such as increased travel times,vehicular and
bike/pedestrian safety, and increased greenhouse gas emissions. The challenges of coordinating
the corridor traffic signals across state and local jurisdictions are also well known.
The proposed study of the feasibility of implementing ASCT in this corridor is an important first
step in correcting these problems. I strongly support this proposal from the Town and your plan
to work closely with state,regional and local stakeholders in the study.
It is time to look at bringing current technological solutions such as ASCT to our region. I believe
this study could become an important model for other similar small urban corridors in New York
State to follow.
Sincerely,
Elizabtet 'C. Little
Senator
THE ASSEMBLY VICE CHAIR
Minority Conference
STATE OF NEW YORK RANKING MINORITY MEMBER
Committee on
ALBANY Environmental Conservation
��' eecEusoR
COMMITTEES
Economic Development,Job Creation,
DANIEL G.STEC Commerce and industry
Assemblyman 114'"District
Local Governments
Social Services
Tourism,Parks,Arts and
October 25,2019 Sports Development
John F. Strough, Supervisor
Town of Queensbury
742 Bay Road
Queensbury,NY 12804
Dear Supervisor Strough:
I am pleased to offer my support for the Town of Queensbury's full proposal to NYSERDA for
funding of the Queensbury Adaptive Signal Control Technologies (ASCT) Feasibility Study in
the Aviation/Quaker roads corridor.
The traffic congestion on this important State and County corridor has been increasing over time,
causing concerns about effects such as increased travel times,vehicular and bike/pedestrian
safety,and increased greenhouse gas emissions. The difficulties of coordinating the corridor
traffic signals across state and local jurisdictions are well known.
The proposed study of the feasibility of implementing ASCT in this corridor is an important first
step in correcting these problems. I strongly support this proposal from the Town and your plan
to work closely with state,regional and local stakeholders in the study.
It's time to look at bringing current technological solutions such as ASCT to our region, and I
believe this study could become an important model for other similar small urban corridors in
New York State to follow.
I hope the Town of Queensbury will be given favorable consideration for funding.
If I can be of any further assistance,please let me know.
Sincerely,
ZDG�-�5�
Daniel G. Stec
Assemblyman 114'h District
Essex,,Saratoga, Warren and Washington Counties
ALBANY OFFICE:Room 439,Legislative Office Building,Albany,New York 12248.518-455-5565,FAX:518-455-5710
DISTRICT OFFICE:140 Glen Street,Glens Falls,New York 12801•518-792-4546,FAX:518-792-5584
EMAIL:stecd@nyassembly.gov
To-wit ofQi�eerlrbz�ty David Duell
Highway Highway Superintendent
Departmetat (i 18) 76I-.S2 P2
t2 Bay Road-OLIeensbury,NY 1 280-1' Marls Benwar•e
Phone: (518) 761-821 1 `` � �" Deputy Highway superintendent
Fax: (518) 745-4466 (5ia) ;sl-s_'10
October 28,2019
John F.Strough, III
Town Supervisor
Town of Queensbury
742 Bay Road
Queensbury, NY 12804
Dear Supervisor,Strough:
I am writing to express my support of the Town of Queensbury's full proposal to NYSERDA for funding of
the Queensbury Adaptive Signal Control Technologies(ASCT) Feasibility Study in the Aviation/Quaker
roads corridor.
Signal coordination along this joint State and County corridor has been a known challenge for quite
some time. As you know, past attempts at signal coordination in this corridor have met with limited
success, due in part to the multiple jurisdictions(Town, City of Glens Falls, NYSDOT) involved in the
ownership and maintenance of the traffic signals and the varied and often outdated signal control
equipment in use. We need this study as an important step toward a current inventory of these signal
systems, and to develop an effective and modern approach to their control and management.
ASCT could also provide several benefits to this important regional corridor,including decreasing travel
times, improving vehicular and non-vehicular safety,and decreasing emissions including greenhouse
gases.
The process and findings of such a study could provide an important model applicable to other
important corridors locally(such as Bay Road from Glens Falls up to NYS Route 9L), regionally and in
other small urban areas corridors throughout upstate New York.
The Queensbury Highway Department strongly supports the Queensbury Adaptive Signal Control
Technologies(ASCT) Feasibility Study,and we look forward to actively participating in the study upon
approval of funding by NYSERDA.
Sincerely yours,
David Duell
Highway Superintendent
JOSPPH ARRBN
WARREN COUNTY DEPARTMENT OF PUBLIC WORKS
17<I .-- ITlS
MAIN OFFICES no. 1813 DIVISIONS
�J
4028 Main Street Airport
Warrensburg,N.Y.128!
Tel(518)623-4141 9PR Cp High
way
&Recreation
(518)761-6556 Highway&Traffic
Engineering
Fax(518)623-2772 Buildings&Grounds
KEVIN J.HAJOS,P.E.
Superintendent of Public Works
October 28, 2019
John F. Strough, III
Town Supervisor
Town of Queensbury
742 Bay Road
Queensbury,NY 12804
Dear Supervisor Strough,
I am writing to express my support of the Town of Queensbury's full proposal to NYSERDA for funding of the
Queensbury Adaptive Signal Control Technologies (ASCT)Feasibility Study in the Aviation/Quaker roads
corridor.
Signal coordination along this joint State and County corridor has been a known challenge for quite some time.
A study of the use of ASCT is an important first step in coming up with the creative solutions needed in this
corridor. ASCT could provide a number of benefits to this important commercial corridor, including decreasing
travel times, improving vehicular and non-vehicular safety, and decreasing emissions including greenhouse
gases.
Additionally, I believe that the process and findings of such a study could provide an important model
applicable to other corridors regionally(such as Route 9 from Glens Falls to the Village of Lake George)and
elsewhere in New York State.
Warren County Department of Public Works strongly supports the Queensbury Adaptive Signal Control
Technologies (ASCT)Feasibility Study, and we look forward to actively participating in the study upon
approval of funding by NYSERDA.
Sincerely yours,
Kevin J. Hajos, P.E.
Superintendent of Public Works
DC
Warren County,NIA
October 26,2019
Hon John F.Strough, III
Town Supervisor
Town of Queensbury
742 Bay Road
Queensbury, NY 12804
Dear Supervisor Strough:
I am writing to support of the Town of Queensbury's full proposal to NYSERDA for funding of the
Queensbury Adaptive Signal Control Technologies(ASCT)Feasibility Study in the Aviation/Quaker roads
corridor.
This important State and County corridor is a vital part of both our local and regional economy,
supporting tourists,commuters,consumers,through travel for products and more.
It's time we looked carefully at bringing modern technological solutions to corridor traffic management
to our region. ASCT could be just the solution we need, and EDC Warren County believes strongly that
this study should be funded.
ASCT could provide a number of benefits to this important commercial corridor, including decreasing
travel times, improving vehicular and non-vehicular safety, and decreasing emissions including
greenhouse gases. I also believe such a study could provide an important model for additional studies of
important corridors in our region, such as NYS Route 9 from Glens Falls through the Village of Lake
George.
EDC Warren County strongly supports the Queensbury Adaptive Signal Control Technologies(ASCT)
Feasibility Study proposal, and we look forward to supporting this important effort upon approval of
funding by NYSERDA.
Sincerely yours,
Edward Bartholomew, President
EDC Warren County
Economic Development Corp. 333 Glen Street,Suite 101,Glens Falls NY 12801 518.761.6007 Fax: 518.761.9053 vn w.edcwc.org
Oplav Str-ltiStiCS. Aviation.-Ou—ker (7,--ridnr
All data courtesy of Albany Visualization and Informatics Lab(AVAIL) NPIVIRDS Performance Measurement Tool Suite.
Summary tables and charts created by A/GFTC.
Hol 1 oif Delay JHoui F
TL 5,282.55.1OX4.55
11-224.55.19.268,76
Signal Signal
Cluster 1 Cluster 3
Signal
Cluster 2 32
se
Figure 1-Hours of Delay,2018,by Corridor Segments
Total Hours of Weekday Hours of Delay, 2018, by Time of Day
Location Delay(2018) 18000
Cluster 1 50,164.08 16000
Cluster 2 74,088.82 >, 14000
Cluster 3 19,858.28 in 12000
— 10000 9M
Total Corridor 144,111.19 8000
0 6000
4000
20000
6AM 7AM 8AM 9AM 10 11 12 1 PM 2 PM 3 PM 4 PM 5 PM 6 PM
AM AM PM
N Cluster l N Cluster 2 w Cluster 3
Hours of Delay by Month, 2018 HOURS OF DELAY BY
18000 SIGNAL CLUSTER,
16000 2018
14000
12000
a Cluster 1 0 Cluster 2 a Cluster 3
10000
8000
0 6000
4000
2000
0
Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec
Month 41
a Cluster 1 N Cluster 2 a Cluster 3
PROPOSAL COST SHARING TABLE
Pro osed Funding by Task Cash and In-kind Project Total
Funding Source Task 0 $ Task 1 $ Task 2 $ Task 3 $ Task 4 $ Task 5 $ Task 6 $ Task 7 $ Task 8 $ Cash $ In-Kind $
NY State $ - $ - $1,200.00 $30,000.00 $15,000.00 $6,000.00 $3,000.00 $1,800.00 $ 3,000.00 $60,000.00 $
Town of Queensbury $535.50 $1,071.00 $ 160.65 $ 160.65 $ 160.65 $ 160.65 $ 642.60 $ 642.60 $ 1,285.20 $ - $ 4,819.50
A/GFTC $ - $ 522.96 $ 398.46 $ 522.96 $ 398.46 $ 398.46 $3,286.92 $1,643.46 $ 8,665.68 $ - $15,837.36
Task Total $535.50 $1,593.96 $1,759.11 $30,683.61 $15,559.11 $6,559.11 $6,929.52 $4,086.06 $12,950.88 $60,000.00 $20,656.86
Disclosure of Prior Findings of Non-Responsibility
Addendum
NYS DOS Brownfield Opportunity Area (BOA) Pre-Nomination (Step 1)Study Contract#C303857 was
closed out by NYS Dept.of State on November 9,2017 due to non-response on reporting
paperwork. The project had, however, been completed with all requested funds disbursed to the
Town. The Town was subsequently awarded BOA Nomination Study(Step 2)funding by NYSDOS in
February 2018(Contract#C1001071).
The Town of Queensbury does not appear on the list of non-responsible entities
(,h,ELK}-sWogs.nv,goy/debat"C?Cf srtu s2-Jt1-r'S iJ1 sl z= Ii l ).
Document 2
Proposed Statement of Work and Schedule
Queensbury ASCT Feasibility Study
Contractor Project Number:
Background/Ob i ectives
This feasibility study is intended to identify innovative signal-timing solutions to congestion management
in and around the Aviation Road/Quaker Road corridor in Queensbury,New York. The study will analyze
the feasibility of Adaptive Signal Control Technologies(ASCT),comparing ASCT to traditional signal
timing improvements in terms of efficacy,potential reduction in greenhouse gases, ease of
implementation,co-benefits, life cycle costs,and sustainability regarding operations and maintenance.
In general terms,the scope of work for the research study will be influenced by FHWA Guidance
Document Model Systems Engineering Documents for Adaptive Signal Control Technology Systems.This
will allow for a thorough exploration of the applicability,benefits,and drawbacks of an adaptive signal
control system in comparison to other signal control schema.
Definitions
Contractor: Town of Queensbury
Stuart Baker, Senior Planner—Principle Investigator
742 Bay Road
Queensbury,NY 12804
stuartb�,gUeensburx.net
O: (518)761-8222
F: (518)745-4437
Project Site: Aviation Road/Quaker Road corridor from Exit 19 of I-87 east to NYS Routes
32/254/River Street,Town of Queensbury, Warren County NY
Subcontractor: Consultants to be determined and selected through a competitive Request for Proposals
process conducted according to the applicable laws,rules and regulations of the Town of
Queensbury and the State of New York.
Adaptive Signal Control Technologies(ASCT): Electronic management systems that adjust the timing of
traffic signals in a defined corridor to accommodate changing traffic patterns and ease traffic congestion.
Task 0—Proiect Management and Progress Reporting
Responsibility
Regardless of subcontracting arrangements,the Contractor shall be responsible for the timely completion
of all the tasks in the Statement of Work per the schedule included herein. The Contractor shall provide
all project management activities necessary for the performance of this Statement of Work,as per
attached milestone schedule/budget,which shall include the following activities:
Coordinate the work of the Contractor's employees and those of sub-contractors and
equipment vendors that are undertaking tasks described in this Statement of Work;
Ensure control over the project budget and adherence to the project schedule; and
Provide all project reporting to NYSERDA as specified in this Statement of Work.
Subcontract(
The Contractor shall enter into an agreement with a subcontractor to perform work in the areas of Tasks 2
through 6 included herein.
At NYSERDA's request,the Contractor shall submit a copy of the above agreement(s)to NYSERDA's
Project Manager.
Progress Reporting
The Contractor shall submit periodic progress reports,no less frequently than quarterly,to NYSERDA's
Project Manager no later than the 15th of the month following each reporting period. The Progress
Reports shall include information on the following subjects in the order indicated,with appropriate
explanation and discussion:
a. Name of contractor
b. Title of the project.
C. Agreement number.
d. Reporting period.
e. Project progress including a summary of progress, findings,data, analyses,results and
field-test results from all tasks carried out in the covered period.
f. Planned work for the next reporting period.
g. Identification of problems.
h. Planned or proposed solutions to identify problems described in(f)above.
i. Ability to meet schedule,reasons for slippage in schedule.
j. Schedule-percentage completed and projected percentage of completion of performance
by calendar quarter-may be presented as a bar chart or milestone chart.
k. Budget-analysis of actual costs incurred in relation to the budget.
Deliverables: Written Periodic Progress Reports.
Project Kick-off Meeting
The Contractor shall hold a project kick-off meeting within thirty days from the contract execution date.
The Contractor shall coordinate with NYSERDA's Project Manager to arrange the meeting at a mutually
convenient time and place. The Contractor is encouraged to invite representatives of sub-contractors and
equipment vendors. The purpose of this meeting shall be to finalize the strategies for accomplishing the
objectives of this work and provide/review relevant materials(ex.metrics reporting,project close-out
process,invoicing,recoupment obligation,and contractor close-out checklist). In a timely manner,the
Contractor shall submit to NYSERDA's Project Manager a brief report summarizing the issues discussed
and decisions made, if any, during this meeting.
Deliverable:A brief report regarding the project kickoff meeting.
Project Completion Meeting
The Contractor shall conduct a project completion meeting,it shall occur within time period covering 15
days prior to and 15 days following the submission of the draft Final Report. The Contractor shall
coordinate with NYSERDA's Project Manager to arrange the meeting at a mutually convenient time and
place.
Deliverable:A brief report regarding the project completion meeting.
Annual metrics reports
On an annual basis,the Contractor shall submit,to NYSERDA's Project Manager, a prepared analysis and
summary of the Measure of Effectiveness metrics addressing the elements outlined in Task 4 herein. All
estimates shall reference credible sources and estimating procedures, and all assumptions shall be
documented. Reporting shall commence the first calendar year after the contract was executed. Reports
shall be submitted by January 31 st for the previous calendar year's activities(i.e.reporting period).
Deliverable:The Contractor shall provide metrics in accordance with a web-based form,which
will be distributed by NYSERDA.
Task 1-Consultant Procurement&Project Steering Committee Establishment
The Contractor shall issue a Request for Proposals(RFP)for consultant services under the process set
forth by the Town of Queensbury_Purchasing Procedures and Article 5, Section 5.02 of Attachment E to
the NYSDERDA Agreement. The Contractor shall establish a Project Steering Committee(PSC). The
PSC shall consist of project staff, stakeholders,and interested members of the public.
Deliverables: (1)Signed consultant agreement. (2)List of PSC members,including contact
information.
Schedule:Month 1
Task 2—Consultant Kick-off Meeting
The Contractor shall arrange a meeting of the project steering committee and selected Transportation
Engineering Consultant(hereinafter referred to as Consultant).The purpose of this meeting shall be to:
• Confirm project scope and schedule, including tentative dates for subsequent meetings
• Confirm geographic boundaries of the research study(i.e.,determine which,if any,secondary
signals should be included in the study area) [Note: Signal Cluster 43 may too distant to include
in a corridor-wide ASCT system;this will be determined through engineering judgement as part
of the RFP process.As such,it is anticipated that the RFP will call for the analysis of Signal
Cluster#3 as an optional task. The RFP shall be structured in such a way as to invite the
Consultants to determine whether inclusion of Signal Cluster#3 is reasonable based on the
distance from Signal Clusters#1 and#2,and/or whether ASCT would provide tangible benefit to
Signal Cluster#3.]
• Discuss data needs and determine data sources
• Confirm measures of effectiveness
• Confirm communication protocols among steering committee members and consultant
Deliverable:Meeting minutes
Schedule:Month 2
Task 3—Existing Conditions Inventory
The Consultant shall prepare an inventory of existing conditions within the Aviation/Quaker Road
corridor.A summary of this information shall be presented to the project steering committee for
discussion. This shall include:
• Technical specifications of all signal hardware including actuation(if applicable)
• All pedestrian accommodations at the study area signalized intersections,noting any deficiencies
according to the design guidelines of the Americans with Disabilities Act,NYS Pedestrian Safety
Action Plan,and other relevant design criteria.
• All data necessary to prepare a microsimulation model of the corridor,anticipated to include
traffic and turning movement counts
• The preparation of a microsimulation model of the corridor
• Current Level-of-Service(LOS)for all signalized intersections within the study area
• Current Measures of Effectiveness,which may include travel time,reliability,#of stops,delay,
or other relevant metrics
Deliverable:Existing Conditions Technical Memo,presentation materials,meeting minutes
Schedule:Month 3-5 (Schedule dependent on ability to collect relevant data, depending on weather or
other conditions.)
Task 4—Signal Coordination Comparison
The Consultant shall use the microsimulation model from Task 3 to prepare at least two(2)signal
coordination alternatives. The first shall be a traditional, optimized signal coordination system(such as
Time-of-Day or other traditional coordination system)and at least one other should be based on ASCT
principles. The Consultant shall use engineering judgement regarding the selection of the ASCT
principles, but they should be based on an existing ASCT or ACS-Lite product(such as InISync, Surtrac,
etc).A summary of current and projected LOS for both/all alternatives shall be provided and presented to
the steering committee. A summary of relevant Measures of Effectiveness shall also be provided,
including:
• Changes in travel time,reliability,#of stops, delay, or other relevant means to quantify the travel
experience
• Changes in greenhouse gas emissions
• Changes in fuel consumption
• Changes in crash rate(if feasible)
The Consultant shall also prepare a summary of upgrades needed to the signal hardware for both/all
systems and provide an order-of-magnitude cost estimate for installation. For ASCT examples,the
potential cost of ongoing operations should also be included.
Deliverable: Signal coordination comparison technical memo&related data, meeting minutes
Schedule:Month 5-7
Task 5—Pedestrian&Bicycle Improvements
The Consultant shall prepare concept designs for pedestrian improvements for up to six(6)intersections,
anticipated to include Aviation Rd./Aviation Mall Rd. (west),Aviation Rd./Aviation Mall Rd. (east),
Quaker Rd./Bay Rd., Quaker Rd./Glenwood Ave., Quaker Rd./Dix Ave., and Quaker Rd./Glen St.
Pedestrian accommodations shall include features as recommended in the NYS Pedestrian Safety Action
Plan,such as pedestrian count-down timers,high-visibility crosswalks,refuge islands and/or bump-outs,
and any other facilities deemed relevant.Bicycle improvements may include concepts such as improved
detection systems, "bike boxes",and/or lane markings. Concept-level cost estimates for all improvements
shall be provided as part of this task.
Deliverable:Pedestrian improvements technical memo,related conceptual designs, cost
estimates, and meeting minutes
Schedule:Month 5-7(concurrent with Task 4)
Task 6—Cost/benefit Analysis and Operations and Maintenance Alternatives
The Contractor shall prepare a cost/benefit analysis for the alternatives proposed in Tasks 4&5,using the
FHWA Transportation Systems Management and Operations Benefit-Cost Analysis Tool(TOPS-BC)or
the Transportation Research Board Life-Cycle Cost Estimation Tool(LCCET).The Contractor shall also
research and document alternatives for the operation and maintenance(O&M)of the proposed signal
coordination and ASCT systems, including issues such as responsible entity,training needs,
software/hardware/IT requirements, shared staffing initiatives, and/or vendor contracts.
Deliverable: Cost/benefit analysis and O&M technical memo
Schedule:Month 8-9
Task 7-Public Information Meetings
The Contractor will present the findings of Tasks 3-6 at one or more public meetings,anticipated to
include the Queensbury Town Board and A/GFTC Planning Committee. This shall be an informational
meeting, anticipated to include a presentation followed by a question-and-answer discussion.Relevant
feedback will be used to inform the final report.
Deliverable:Meeting presentation materials and meeting minutes
Schedule:Month 10
Task 8-Final Report
Upon completion of the contract period,the Contractor shall prepare a non-proprietary/non-confidential
Final Report,in accordance with the NYSERDA Report Content Guide, covering all aspects of the work
performed under this Agreement;the report shall include information on the following subjects:
• Discussions of the observations and findings and recommendations,if any,from all tasks, and
avenues for further improvements,as appropriate;
• Discussions of the project results and lessons learned regarding configuration,capabilities, and
benefits of the project; and
• Environmental,and economic benefits, and implementation scenarios associated with such.
Draft Version and Final Version of Final Report: A draft version of the Final Report shall be submitted to
NYSERDA's Project Manager no later than the date specified in the Milestone Schedule of the
NYSERDA Agreement for this task. NYSERDA will comment on the draft version within 60 working
days after receipt of such draft. Within 30 working days after receipt of NYSERDA's comments,the
Contractor shall prepare a final version of the report reflecting therein careful consideration of
NYSERDA's comments to the satisfaction of NYSERDA,and submit two(2)paper copies and one(1)
electronic copy of the final version of the Final Report.
Deliverables: A draft version of the Final Report.
A final version of the Final Report.
Schedule:Month 10-12
Prgiect Schedule
Month 1 Month 2 Month 3 Month 4 Month 5 Month 6 Month 7 Month 8 Month 9 Month 10 Month I 1 Month 12
Task 0
Task 1
Task 2
Task 3
Task 4
Task 5
Task 6
Task 7
Task 8
NYSERDA Solicitation/Contract No. Page
Budget PON 3833 1
Contractor: Name of Project:
Town of Queensbury Queensbury ASCT Feasibility Study
Address:
742 Bay Road, Queensbury NY 12804
Location (where work is to be performed): NYSERDA funding: $60,000
Aviation Road/Quaker Road corridor, Town of Queensbury, Warren Coun Total Project Cost: 80,657
Funding &Co- Cost-sharing
Total Project funding via &Other Co-
Cost Element Cost: NYSERDA funding
1. Labor(specify names or titles) Hours Rate/hr
Senior Planner, Town of Queensbury 90 53.55 4,820
Senior Transportation Planner, A/GF C 216 62.25 13,446 13,446
Transportation Planning Director,A/GFTC 32 74.73 2,391 2,391
Total Labor 20,657 20,657
2. Direct Materials, Supplies, Equipment, and Other Costs
Total Direct Materials, Supplies, Equipment and Other Costs
3. Travel
Total Travel
4. Final Deliverable
5. Subcontractors/Consultants
Consultant Services $ 60,000 $ 60,000 $ -
See Supporting Schedule
Total Subcontractors/Consultants 60,0001$ 60,000 -
Total Project Cost $ 80,657 $ 601000 $ 20,657
0 By checking this box I certify that hourly rates included in this budget are the same or less than the hourly rates
charged to other government or commercial entities for similar work performed.
f
Page 2
Supporting Schedule(Additional Information)
Element No. Item Description Amount
5 Consulting Services will be used on Task#s 2 through 8 TBD
5 Consulting Services will be selected through a competitive Request for Proposals </=$60,000
of days and#of riours per day tor Consulting bervices to be determined —Z MU
5 An estimated 15 hours of administrative time is included in the Town Sr. Planner hours in $ 803
Element#1 for management of consulting services.
New York State Energy Research and Development Authority
("NYSERDA")
AGREEMENT
1. Agreement Number: 151172
2. Contractor: Town of Queensbury
3. Project Director: Stuart Baker
4. Effective Date: October 20, 2020
5. Total Amount of Award: $60,000
6. Project Period: October 20, 2020 —December 31, 2021
7. Expiration Date:June 30, 2022
8. Commitment Terms and Conditions
This Agreement consists of this form plus the following documents:
-Exhibit A, Statement of Work;
-Exhibit B,General Contract Provisions, Terms and Conditions;
- Exhibit C, Standard Terms and Conditions;
- Exhibit D,Prompt Payment Policy Statement;
- Exhibit E,NYSERDA Report Content Guide 2017;
- Exhibit F, NYSDOT/NYSERDA Research Partnership Agreement; and
- Exhibit G, Additional COVID-19 Terms and Conditions for all NYSERDA Agreements
9. ACCEPTANCE. THIS AGREEMENT SHALL NOT BECOME EFFECTIVE
UNLESS EXECUTED BELOW BY NYSERDA.
Town of Queensbury
Signature:
Name
Title
(Contractor Signature Page)
New York State Energy Research and Development Authority
("NYSERDA")
AGREEMENT
Agreement Number: 151172
THIS AGREEMENT SHALL NOT BECOME EFFECTIVE UNLESS EXECUTED
BELOW BY NYSERDA.
NEW YORK STATE ENERGY RESEARCH
AND DEVELOPMENT AUTHORITY
Signature:
NYSERDA Authorized Signatory
{NYSERDA Signature Page)
s
Exhibit A: Statement of Work,Schedule and Budget
Queensbury ASCT Feasibility Study
NYSERDA Agreement No.151172
BACKGROUND/OBJECTIVES
This feasibility study is intended to identify innovative signal-timing solutions to congestion management
in and around the Aviation Road/Quaker Road corridor in Queensbury, New York.The study will analyze
the feasibility of Adaptive Signal Control Technologies(ASCT), comparing ASCT to traditional signaltiming
improvements in terms of efficacy, potential reduction in greenhouse gases,ease of implementation, co-
benefits, life cycle costs, and sustainability regarding operations and maintenance.
In general terms,the scope of work for the research study will be influenced by FH WA Guidance Document
Model Systems Engineering Documents forAdaptive Signal Control Technology Systems.This will allow for
a thorough exploration of the applicability, benefits, and drawbacks of an adaptive signal control system
in comparison to other signal control schema. There are limited implementations of ASCT in small
communities in New York State, and this study could serve as the model for others considering these
technologies to address congestion and traffic flow concerns.
DEFINITIONS
A/G FTC:Adirondack—Glens Falls Transportation Council
ASCT:Adaptive Signal Control Technologies
FHWA: Federal Highway Administration
LCCET: Life-Cycle Cost Estimate Tool
LOS: Level of Service
NYSDOT:New York State Department of Transportation
NYSERDA:Newyork State Energy Research and Development Authority
O&M:Operations and Maintenance
PSC: Project Steering Committee
RFP: Request for Proposals
SOW:Statement of Work
SPR:State Planning and Research
TOPS-BC:Transportation Systems Management and Operations Benefit-Cost Analysis Tool
The Contractor is defined as:
Town of Queensbury
Stuart Baker,Senior Planner
742 Bay Road,Queensbury, NY 12804
P: 518-761-8222/F: 518-745-4437
stua rtb@ queensbury.net
Subcontractor is defined as:
The Consultant(s) to perform the study shall be selected through competitive Request for
Proposals process conduced in accordance with applicable laws, rules, and regulations of the
Town of Queensbury and the State of Newyork.
The Project Site is defined as:
i
Aviation Road/Quaker Road corridor from Exit 19 of 1-87 to NYS Routes 32/254/River Street,
Town of Queensbury, Warren County NY
The NYS Project Managers are defined as:
Jonathan Golon Robyn Marquis
NYS Department of Transportation NYSERDA
50 Wolf Road,Albany, NY 12232 1359 Broadway,19th Floor, New York, NY 10018
P: 518-457-4202 P: 212-971-5342 x3112/F: 518-862-1091
Jonat ha n.Golon@ dot.ny.gov Robyn.Marquis@ nyserda.ny.gov
TASK0: PROJECT MANAGEMENT
Responsibility. Regardless of subcontracting arrangements,the Contractor shall be responsible for the
timely completion of all the tasks in the SOW per the Project Schedule included herein. The Contractor
shall provide all project management activities necessary for the performance of this SOW, as per the
Project Schedule and Budget,which shall include the following activities:
■ Coordinate the work of the Contractor's employees and those of subcontractors and
equipment vendors that are undertaking tasks described in this SOW;
■ Ensure control over the Project Budget and adherence to the Project Schedule; and
■ Provide all project reporting to the NYS Project Managers as specified in this SOW.
Progress Reporting. The Contractor shall submit periodic Progress Reports, no less frequently than
quarterly, to the NYS Project Managers no later than the 151h of the month following each reporting
period. The Progress Reports shall include information on the following subjects in the order indicated,
with appropriate explanation and discussion:
a. Name of contractor
b. Title of the project.
C. Agreement number.
d. Reporting period.
e. Project progress including a summary of progress, findings, data, analyses, results and
field-test results from all tasks carried out in the covered period.
f. Planned work for the next reporting period.
g. Identification of problems.
h. Planned or proposed solutions to identify problems described in(g)above.
i. Ability to meet schedule, reasons for slippage in schedule.
j. Schedule — percentage completed and projected percentage of completion of
performance by calendar quarter—may be presented as a bar chart or milestone chart.
k. Budget-analysis of actual costs incurred in relation tothe budget.
Project Kick-off Meeting.The Contractor shall hold a Project Kick-off Meeting within thirty days from the
contract execution date.The Contractor shall coordinate with the NYS Project Managers to arrange the
meeting at a mutually convenient time and place.The Contractor is encouragedto invite representatives
of subcontractors and equipment vendors. The purpose of this meeting shall be to finalize the strategies
for accomplishing the objectives of this work. In a timely manner,the Contractor shall submit to the NYS
Project Managersa brief report summarizing the issues discussed and decisions made, if any, during this
meeting.
Interim Status Meetings.The Contractor shall hold interim review meetings as warranted.The Contractor
shall coordinate with the NYS Project Managers to arrange each meeting at a mutually convenient time
and place. In a timely manner, the Contractor shall submit to the NYS Project Managers a brief report
summarizing the issues discussed and decisions made,if any,during these meeting.
Protect Completion Meeting. The Contractor shall conduct a Project Completion Meeting, it shall occur
within time period covering 15 days priorto and 15 days following the submission of the draft Final Report.
The Contractor shall coordinate with the NYS Project Managers to arrange the meeting at a mutually
convenient time and place.
SPR Quarterly Status Reports.This project is funded in part bythe Federal Highway Administration(FHWA)
through NYSDOT's State Planning and Research (SPR) Program. During the course of the project, the
Contractor shall provide one-page SPR Quarterly Status Reports on acalendar year basis tothe NYS Project
Managersto be utilized in updating FHWA on the project's status.The quarterly reports shall be formatted
in accordance with Attachment 1 of this Exhibit (SPR QuarterlyStatus Report Format)and are due during
the first week of April,July, October,and January.These reports must be provided quarterly starting from
the signing date of this agreement until acceptance of the Final Report and Project Close Out.
Contract References. Although this project is contracted directly by NYSERDA,the Project Work is being
administered under a NYSDOT/NYSERDA Research Partnership Agreement, Contract Number(C031105)
(Exhibit F to this Agreement), which governs authorized work by NYSERDA on behalf of the NYSDOT. In
addition tothe NYSE RDA Agreement Number(151172),the NYSDOT Task Assignment Number(SR-20-06),
SPR PIN (SR20.06.881) and the Catalog of Federal Domestic Assistance Number (20.205) must be
referenced in all correspondence and invoices submitted for this effort.
Annual Metrics Reports.On an annual basis,the Contractorshall submit, to NYSE RDA's Project Manager,
a prepared analysis and summary of metrics addressing the anticipated energy, environmental and
economic benefits that are realized by the project. All estimates shall reference credible sources and
estimating procedures, and all assumptions shall be documented. Reporting shall commence the first
calendar year after the contract was executed.Reportsshall be submitted by January 315tfor the previous
calendar year's activities(i.e.reporting period). The Contractor shall provide metrics in accordance with
a web-based form, which will be distributed by NYSERDA.
Task 0 Deliverables:
(1) Written periodic Progress Reports.
(2) Project Meetingsand Minutes.
(3) SPR Quarterly Status Reports.
(4) Annual Metrics Reports.
TASK 1:CONSULTANT PROCUREMENT AND PROJECT STEERING COMMITTEE FORMATION
The Contractor shall issue a Request for Proposals (RFP)for consultant services underthe process set forth
by the Town of Queensbury Purchasing Procedures and Article 5, Section 5.02 of Exhibit B to this
Agreement. Prior to issuing the RFP, the Contractor shall provide the draft materials to the NYS Project
Managers for review and approval.
The Contractor shall establish a Project Steering Committee(PSC). The PSC shall consist of project staff,
local and regional stakeholders, and interested members of the public. Members of the PSC are subject
to the approval of the NYS Project Managers.
3
Subcontract. The Contractor shall draft and execute a Subcontract with a competitively selected
Transportation Engineering Consultant (hereinafter referred to as Consultant)to perform the study tasks
2-6 as outlined below. The Subcontract shall make express reference to this Agreement, and shall state
that in the event of any conflict or inconsistency between any Subcontract and this Agreement,the terms
and conditions of this Agreement shall control as between Subcontractor and Contractor. Copies of the
executed Subcontract shall be provided to the NYS Project Managers.
Task 1 Deliverables:
(5) Draft RFP materialsfor review and approval.
(6) One executed Subcontract.
(7) List of PSC members, including contact information.
TASK 2:CONSULTANT KICK-OFF MEETING
The Contractor shall arrange a study kick-off meeting to include the Consultant, PSC members, and NYS
Project Managers.The purpose of this meeting shall be to:
• Confirm project scope and schedule, including tentative dates for subsequent meetings
• Confirm geographic boundaries of the research study (i.e., determine which, if any, secondary
signals should be included in the study area)
• Discuss data needs and determine data sources
• Confirm measures of effectiveness
• Confirm communication protocols among PSC members and Consultant
Task 2 Deliverable:
(8) Meeting minutes, in PDF format.
TASK 3: EXISTING CONDITIONS INVENTORY
The Contractor shall direct the Consultant to prepare an inventory of existing conditions within the
Aviation/Quaker Road corridor.The Contractorshall directthe Consultant to conduct all activities outlined
below. The Contractor shall prepare a summary of this information and present it to the PSC for
discussion. This shall include:
• Technical specifications of all signal hardware including actuation(if applicable)
• All pedestrian accommodations atthe study area signalized intersections, noting any deficiencies
according to the design guidelines of the Americans with Disabilities Act, NYS Pedestrian Safety
Action Plan, and other relevant design criteria.
• All data necessary to prepare a microsimulation model of the corridor, anticipated to include
traffic and turning movement counts
• The preparation of a microsimulation model of the corridor
• Current Level-of-Service (LOS)for all signalized intersections within the study area
• Current Measures of Effectiveness, which may include travel time, reliability, number of stops,
delay, or other relevant metrics
Task 3 Deliverables:
(9) Existing conditions technical memo,in PDF format.
(10) Presentation materials as provided to the PSC.
(11) Meeting minutes, in PDF format.
i
j
TASK4:SIGNAL COORDINATION COMPARISON
The Contractor shall direct the Consultant to use the microsimulation model from Task 3 to prepare at
least two(2)signal coordination alternatives.The first shall be a traditional,optimized signal coordination
system (such as Time-of-Day or other traditional coordination system) and at least one other should be
based on ASCT principles. The Consultant shall use engineering judgement regardingthe selection of the
ASCT principles, but they should be based on an existing ASCT or ACS-Lite product (such as InlSync,
Surtrac, etc). A summary of current and projected LOS for both/all alternatives shall be provided and
presented to the PSC. A summary of relevant Measures of Effectiveness shall also be provided, including:
• Changes in traveltime,reliability,number of stops, delay,or other relevant means toquantifythe
travel experience
• Changes in greenhouse gasemissions
• Changes in fuel consumption
• Changes in crash rate(if feasible)
The Contractor shall also direct the Consultant to prepare a summary of upgrades needed to the signal
hardwarefor both/all systems and provide an order-of-magnitude cost estimate for installation. For ASCT
examples,the potential cost of ongoing operations should also be included.
Task Deliverables:
(12)Signal coordination comparison technical memo, in PDF format,and related data.
(13) Meeting minutes, in PDF format.
TASK 5: PEDESTRIAN AND BICYCLE IMPROVEMENTS
The Contractor shall direct the Consultant to prepare concept designs for pedestrian improvements for
up to six (6) intersections, anticipated to include Aviation Rd./Aviation Mall Rd. (west), Aviation
Rd./Aviation Mall Rd. (east), Quaker Rd./Bay Rd., Quaker Rd./Glenwood Ave., Quaker Rd./Dix Ave., and
Quaker Rd./Glen St.The pedestrian improvement considerations shall also include safetyfor multi-modal
operations throughout the corridor, in addition to specific recommendations at intersections.
Pedestrian accommodations shall include features as recommended in the NYS Pedestrian Safety Action
Plan, such as pedestrian count-down timers, high-visibility crosswalks, refuge islands and/or bump-outs,
and any other facilities deemed relevant. Bicycle improvements may include concepts such as improved
detection systems, "bike boxes,"and/or lane markings.Concept-level cost estimatesfor all improvements
shall be provided as part of this task.
Task 5 Deliverables:
(14) Pedestrian improvements technical memo, in PDF format, and related conceptual designs and
cost estimates.
(15) Meeting minutes, in PDF format.
TASK 6:COST-BENEFIT ANALYSIS AND OPERATIONS AND MAINTENANCE ALTERNATIVES
The Contractor shall prepare a cost/benefit analysis for the alternatives proposed in Tasks4 and 5, using
the FHWA Transportation systems Management and Operations Benefit-CostAnalysis Tool(TOPS-BC),the
Transportation Research Board Life-Cycle Cost Estimation Tool(LCCET),or equivalent method. Data inputs
to arrive at the cost/benefit analysis shall be derived by the Consultant in Task 4.The Contractor shall also
research and document alternatives for the operation and maintenance(O&M) of the proposed signal
coordination and ASCT systems, including issues such as responsible entity, training needs,
software/hardware/IT requirements,shared staffing initiatives,and/or vendor contracts.The Contractor
shall identify how a new system would be properly maintained to mitigate O&M issues that have been
experienced with the current system.
Task 6 Deliverable:
(16)Cost-benefit analysis and O&M technical memo,in PDF format.
TASK 7: PUBLIC INFORMATION MEETINGS
The Contractor shall present the findings of Tasks 3-6 at one or more public meetings, anticipated to
include the Queensbury Town Board and A/GFTC Planning Committee. This shall be an informational
meeting, anticipated to include a presentation followed by a question-and-answer discussion. Relevant
feedback will be used to inform the final report.The Contractor shall coordinate with the NYS Project
Managersand with NYSE RDA Communications staff to develop the presentation materials.
Task Deliverables:
(17) Draft presentation materials,for reviewand approval.
(18) Meeting minutes, in PDF format.
*************************************************************************************
NOTE: The Contractor shall not submit invoices for expenses greater than $57,000 from cost-
reimbursable budget items covered under Tasks 0-7. Payment for Task 8, Final Deliverable,will be
treated as a fixed-price milestone of$3,000 to be paid only after acceptance of the final draft of the
Final Report by the NYS Project Managers.
*************************************************************************************
TASK 8: FINAL DELIVERABLE
Upon completion of the contract period,the Contractor shall prepare a non-proprietary/non-confidential
Final Report,in accordance with Exhibit E:Report Content Guide and Attachment 2 to this Exhibit (NYSDOT
Requirementsfor the SPR Final Report),covering all aspects of the work performed under this Agreement;
the report shall include information on the following subjects:
■ Discussions of the observations and findings and recommendations,if any,from all tasks,and
avenues for further improvements, as appropriate;
■ Discussions of the project results and lessons learned regarding configuration, capabilities,
and benefits of the project;and
■ Environmental, and economic benefits, and implementation scenarios associated with such.
All material borrowed or adapted from other sources should be properly identified (i.e., document,
source, date, and page). The Contractor must obtain and submit to NYSERDA the copyright owner's
written permission to use any illustrations, photographs, tables,figures, or substantial amounts of text
from any other publication. For each figure and table,the Contractor must also provide a source line that
gives the original source and any language stating permission to reprint that should be published with
each respective table or figure.
Federal and Newyork State law requires that all NYSERDA documents appearing on NYSERDA'swebsite
be made accessible. Therefore, authors are required to provide Alt Text for all images in documents
r
a
published by NYSERDA, in accordance with Section 508 of the Americans with Disabilities Act. Visit
NYSERDA's Resources page (nyserda.ny.gov/about/resources) for a more detailed explanation of
NYSERDA'sresponsibilities to ensure accessibility.
A draft version of the Final Report shall be submitted electronically(Word) to the NYS Project Managers,
who will provide comments to the Contractor within 30 working days after receipt of the draft. The
Contractor shall prepare the Final Report in final form,reflecting these comments. Within 30working days
after receipt of the comments, the Contractor shall submit four (4) bound, color hard copies of the Final
Report to the NYSDOT Project Manager and an electronic copy to each of the NYS Project Managers.
Task Deliverables:
(19) Draft version of the Final Report,in Word format.
(20)Approved Final Report.
PROJECT SCHEDULE
The project is estimated by the Contractor to require 14 months, and individual tasks are shown below.
Reasonable modifications to the schedule may be allowed without a formal contract modification, but
subject to the written approval of the NYS Project Managers.Month 1 of the Schedule shall be considered
the first full month afterthe Effective Date of the Agreement.
Prorec:Schedule by Month,
1 2 3 4 5 6 7 8 9 10 11 12 13 14
TaskO
Task 1 `
Task
Task
Task4
Tasks
Task6
Task7
Task8
PROJECT BUDGET
It is understood and agreedthatthe budget for the Project Work shall be in accordance with the details
provided in the Project Budget as presented below and on the following page.
Project Funding. It is understood and agreed that NY State and the Contractor are sharing the casts for
the project workto be performed and that the cost share identified in the Budget shall be readily avad ible
as described therein.Any additional change of cost share by the Contractor shall be subject to the prior,
written approval of NYSERDA.Such approval shall not be unreasonably withheld.
Pursuant to the terms of this Agreement,invoices shall set forth total project costs incurred during the
reporting period. Costs shall be broken down into NY State funding share and cost share provided by
others, and they shall be in a format consistent with the cost categories set forth in the Budget.The
Contractorshall be responsible to provide adequate cost documentation for all project cost sharing from
all cost sharing entities, and the total cost share per task should be in reasonable agreement with that
listed below. NYSE RDA reserves the right to limit the amount of progress payment made in any reporting
interval to an amount commensurate to the documented cost share incurred.
PROPOSAL COST SHARI NG TABLE
Pro osed Fundin b Task Project Total
Fundin Source Task 0($) Task $ Task 2($) Task $ Task $) Task $ Task $ Task $) Task $ Cash $ In-Kind($)
NYS $1,200.00 $30,000.00 $15,000.00 $6,000.00 $3,000.00 $1,800.00 $ 3,000.00 $60,000.00
Town of Queens bury $535.50 $1,071.00 $ 160.65 $ 160.65 $ 160.65 $ 160.65 $ 642.60 $ 642.60 $ 1,285.20 $ 4,819.50
A/GFTC $ 523.00 $ 398.46 $ 522.96 $ 398.46 $ 398.46 $3,287.00 $1,643.46 $ 8,665.70 $15,837.50
Tas k Tota 1 $535.50 $1,594.00 $1,759.11 $30.683.61 $15,559.11 $6,559.11 $6,929.60 $4,086.06 1 12,950.90 $60,000.00 $20,657.00
First Invoice. In order to be recognized as an"active project"for FHWA tracking purposes, the Contractor
should submit an invoice for the first month's activities, including but not limited to efforts associated
with the Project Kick-off Meeting and related project accomplishments.
NYSERDA Solicitation/Contract No. Page
Budget 151172 1
Contractor: Name of Project:
Town of Queensbury Queensbury ASCT Feasibility Study
Address:
742 Bay Road, Queensbury NY 12804
Location (where work is to be performed): NYSERDA funding: $60,000
Aviation Road/Quaker Road corridor, Town of Queensbury,Warren County Total Project Cost: $80,657
Funding&Co- Cost-sharing
Total Project funding via &Other Co-
Cost Element Cost: NYSERDA funding
1. Labor(specify names or titles Hours Rate/hr
Senior Planner, Town of Queensbury 90 53.55 $ 4,820 $ 4,820
Senior Transportation Planner,A/GFTC 216 62.25 $ 13,446 $ 13,446
Transportation Planning Director,A/GFTC 32 74.73 $ 2,391 $ 2,391
Total Labor $ 20,657 1 1 $ 20,657
................................................................................................................................................................................
2. Direct Materials, Supplies, Equipment, and Other Costs
....Total. ..Drect. . ..
Mate.rials,..Su. . lies. .
, E ui...ment. ... ..
and Other. . .Costs. ... .... ..i.. .. .... . ...... . . .... .... ..... .... . .... .... . . ... . ......................................................................................
...............................................................................................................................................................................
3. Travel
Total Travel
............................................................................................................ ..................... ....................... ........ ............
4. Final Deliverable
................ . ............................... .......................................................................................................... . ....... ......
................................................................................................................................................................................
5. Subcontractors/Consultants
Consultant Services $ 60,000 $ 60,000 $ -
See Supporting Schedule
Total Subcontractors/Consultants $ 60,000 $ 60,000 , $ -
..................................... ....................................................................................................... ..................................
...............................................................................................................................................................................
Total Project Cost $ 80,657 $ 60,000 $ 20,657
El By checking this box I certify that hourly rates included in this budget are the same or less than the hourly rates
charged to other gooemment or commercial entities for similar work performed.
Attachment 1to Exhibit A:SPR Quarterly Status Report Format
SPR Quarterly Status Report
(insert Reporting Quarter Dates:xx/xx/xx to xx/xx/xx)
Project Title: SR-20-06:QueensburyAdaptive Signal Control Study
Protect Manager: NYSDOT:Jonathan Golon; NYSERDA:Robyn Marquis
Budget: $80,657Total;$60,000 NYS;$20,657 Co-funding
Project Output:
(insert one or two sentences describing the objective of this project and anticipated outputs)
Desired Outcome:
(insert one or two sentences explaining the relevance of this project to NYSDOT's priority results)
https://www.dot.ny.gov/a bout-nysdot/mission
Project Schedule:
Stage Original Schedule Current Schedule/Date
Funding Approved
RFP Issued (PON 3833)
Contract Executed
Project Completed
Project Status:as of(insert date of last day of quarter:xx/xx/xx)
(insert one ortwo sentences describing the overall status of this project as of the date immediately above)
Milestones Accomplished
• x(insert 3 or 4 bullets listing accomplishments for the reporting quarter only—if none, state so)
• x
• x
Planned Activities
• x(insert 3 or 4 bullets listing planned activities for the upcoming quarter)
• x
• x
General Notes(do not include in future reports):Due to the large volume of projects underway,the status
report is meant to be streamlined and should be kept to one page, if possible. Typically, the information
which should not change from quarter to quarter includes:Project Title;Project Manager;Budget;Project
Output,Desired Outcome,and the dates in the Original Schedule column of the Project Schedule Table.All
other fields should be updated to reflect activities and/or changes in the reporting quarter. Milestones
Accomplished should be reported once and not carried over into successive quarters.
Attachment 2to Exhibit A:NYSDOT Requirements for the SPR Final Report
Copies of Final Report—Four (4) color hard copies of a bound, final report is required at the conclusion
of the SPR-funded study. An electronic PDF copy of the final report is required, as well. In addition to the
final report, a one page document, summarizing the project and project findings, shall be provided for
technical transfer purposes. This is required in PDF format only.
Required Organization forthe Final Report
Title Page(front cover)-that contains:
■ The SPR Project ID number(C#)assigned bythe Research&Policy Studies Section of the Policy
&Planning Division;
■ The name of the SPR-funded study as stated in the Task Assignment(contract);
■ The words"Final Report;"
■ The date(month &year)the final report is completed;
■ The name(s) of the Consultant(s) / Principal Investigator(s), along with the name(s) of the
organization(s)they represent and their address(es); and,
■ If the final report has a security classification, it shall be noted on the title page.
Disclaimer(inside cover)-as follows:
DISCLAIMER
This report was funded in partthrough grant(s)from the Federal Highway Administration, United States
Department of Transportation, under the State Planning and Research Program, Section 505 of Title 23,
U.S. Code. The contents of this report do not necessarily reflect the official views or policy of the United
States Department of Transportation, the Federal Highway Administration or the New York State
Department of Transportation. This report does not constitute a standard, specification, regulation,
product endorsement, or an endorsement of manufacturers.
Form DOT F 1700.7—complete the standard form Technical Report Documentation Page used throughout
the countryto summarize federally funded transportation projects.
Table of Contents
Executive Summary-a non-technical summary of the planning and/or researchand its findings.
Introduction—a discussion of the problem, its background, and a concise history of research previously
completed on the topic,and a discussion of what NYSDOT policies,procedures,and practicesare currently
in place relatedto the research topic.
Research Method—a description of the methods used in conducting the research.
Findings and Conclusions —a discussion on the analysis of the data(findings) and the conclusions reached
based on the findings. Suggestions for additional research,if appropriate,would appear in this section.
Statement on Implementation—a brief discussion on what would need to occur to introduce the results
into practice,and a discussion on possible technology transfer activities.
Appendices—as appropriate
EXHIBIT B
GENERAL CONTRACT PROVISIONS,TERMS AND CONDITIONS
Article I
Definitions
Section 1.01. Definitions. Unless the context otherwise requires, the terms
defined below shall have, for all purposes of this Agreement, the respective meanings set
forth below, the following definitions to be equally applicable to both the singular and
plural forms of any of the terms defined.
(a) General Definitions:
Agreement: This Agreement shall consist of Page One and Exhibits noted
thereon, all of which are made a part hereof as if set forth here in full.
Budget: The Budget set forth at Exhibit A hereto.
Cash-based Expenses: Those obligations of Contractor that shall be settled in
cash.
Contract Administrator: NYSERDA's Director of Contract Management, Cheryl
M. Glanton, or such other person who may be designated, in writing, by NYSERDA.
Contract Information: Recorded information regardless of form or characteristic
first produced in the performance of this Agreement, that is specified to be compiled
under this Agreement, specified to be delivered under this Agreement, or that is actually
delivered in connection with this Agreement, and including the Final Report delivered by
Contractor pursuant to Exhibit A, Statement of Work, if applicable.
Expiration Date:The date, located on Page One,Item No. 7, beyond which any
funding balances will be disencumbered, unless NYSERDA, in its sole discretion, elects
to extend. Any extensions of this date are only effective if in writing.
Major Equipment: An article of non-expendable, tangible personal property,
which stands alone, is complete in itself, and does not lose its identity having a useful life
of more than one year and an acquisition cost that equals or exceeds$5,000.
Proprietary Information: Recorded information regardless of form or
characteristic, produced or developed outside the scope of this Agreement and without
NYSERDA financial support, provided that such information is not generally known or
available from other sources without obligation concerning their confidentiality; has not
been made available by the owner to others without obligation concerning its
confidentiality; and is not already available to NYSERDA without obligation concerning
its confidentiality. Under no circumstances shall any information included in the Final
Report delivered by Contractor pursuant to Exhibit A, Statement of Work, if applicable,
be considered Proprietary Information.
Person: An individual, a corporation, an association or partnership, an
organization, a business or a government or political subdivision thereof, or any
governmental agency or instrumentality.
Responsible: Responsible or Responsibility means the financial ability, legal
capacity, integrity and past performance of Contractor and as such terms have been
interpreted relative to public procurements. See NYS Finance Law Section 163(1)(c).
Statement of Work: The Statement of Work attached hereto as Exhibit A.
Subcontract: An agreement for the performance of Work by a Subcontractor,
including any purchase order for the procurement of permanent equipment or expendable
supplies in connection with the Work.
Subcontractor: A person who performs Work directly or indirectly for or on
behalf of the Contractor(and whether or not in privity of contract with the Contractor)
but not including any employees of the Contractor or the Subcontractors.
Work: The Work described in the Exhibit A (including the procurement of
equipment and supplies in connection therewith) and the performance of all other
requirements imposed upon the Contractor under this Agreement
Article II
Performance of Work
Section 2.01. Manner of Performance. Subject to the provisions of Article XII
hereof, the Contractor shall perform all of the Work described in the Statement of Work,
or cause such Work to be performed in an efficient and expeditious manner and in
accordance with all of the terms and provisions of this Agreement. The Contractor shall
perform the Work in accordance with the current professional standards and with the
diligence and skill expected for the performance of work of the type described in the
Statement of Work. The Contractor shall furnish such personnel and shall procure such
materials, machinery, supplies, tools, equipment and other items as may reasonably be
necessary or appropriate to perform the Work in accordance with this Agreement.
Section 2.02. Project Personnel. It is understood and agreed that the Project
Director identified at Item 3, Page One of this Agreement shall be responsible for the
overall supervision and conduct of the Work on behalf of the Contractor and that the
persons described in the Statement of Work shall serve in the capacities described
therein. Any change of Project Director by the Contractor shall be subject to the prior
written approval of NYSERDA. Such approval shall not be unreasonably withheld, and,
in the event that notice of approval or disapproval is not received by the Contractor
within thirty (30) days after receipt of request for approval by NYSERDA,the requested
change in Project Director shall be considered approved. In the event that NYSERDA
requires additional time for considering approval, NYSERDA shall notify the Contractor
within thirty (30) days of receipt of the request for approval that additional time is
required and shall specify the additional amount of time necessary up to thirty (30) days.
Section 2.03. Title to Equipment. Purchases of Major Equipment exceeding$50,000 (n
the aggregate) shall be subject to the review and approval of the New York State
Department of Transportation (NYSDOT). Title shall vest in NYSDOT to all Major
Equipment purchased hereunder.
Upon the request of NYSERDA, the Contractor shall execute,acknowledge, deliver and
perform, or cause to be executed, acknowledged, delivered or performed, all such bills of
sale, assignments, conveyances or other documents or acts as NYSERDA or NYSDOT
may reasonably request in order to assure the better vesting in and confirming to
NYSDOT,its successor and assigns, of title to and possession of such equipment.
Title shall vest in the Contractor to any equipment purchased under this Agreement that
does not qualify as Major Equipment and has not been identified by the Project Manager
for NYSDOT to retain title in.
Article III
Deliverables
Section 3.01. Deliverables. All deliverables shall be provided in accordance with
the Exhibit A, Statement of Work.
Article IV
Payment
Section 4.01. Payment Terms.
It is understood and agreed that NYSERDA and the Contractor are sharing the costs for
the Work to be performed.
In consideration for this Agreement and as NYSERDA's full payment for the costs of the
performance of all Work, and in respect of all other direct and indirect costs,charges or
expenses incurred in connection therewith, NYSERDA shall pay to the Contractor
amounts not to exceed the maximum amount set forth in Item 5, Page One of this
Agreement for the cost elements identified in the Budget to be funded with NYSERDA
funds, subject to the provisions and restrictions contained herein, including, without
limitation, the Prompt Payment Policy Statement attached hereto as Exhibit D.
NYSERDA is not obligated to make any payments beyond the Expiration Date of this
contract. Any funding balances will be disencumbered at that time, unless NYSERDA,in
its sole discretion, elects to extend the Expiration Date.Any changes to expiration dates
will be effective only if in writing. NYSERDA's payments shall be on a reimbursement
basis, and shall be paid only to the extent that Cash-based Expenses are incurred by the
Contractor in performance of the Work in accordance with the provisions of this
Agreement, and the following:
(a) Staff Charges: To the extent Cash-based Expenses are incurred by the Contractor,
Contractor shall be reimbursed for amounts paid to its employees for the services
performed by its employees under the terms of this Agreement at the lesser of the
employee's wage rate as shown in the Budget or the actual wages paid to the employee
and applicable at the time the Work is performed.
(b) Direct Charges: To the extent Cash-based Expenses are incurred by the Contractor,
the Contractor shall be reimbursed for reasonable and necessary actual direct costs
incurred (e.g.,equipment, supplies, travel and other costs directly associated with the
performance of the Agreement) to the extent required in the performance of the Work and
to the extent such costs are anticipated in the Budget. Travel, lodging, meals and
incidental expenses shall be reimbursed for reasonable and necessary costs incurred.
Costs shall not exceed the daily per diem rates published in the Federal Travel
Regulations. Reimbursement for the use of personal vehicles shall be limited to the
Internal Revenue Service business standard mileage rate in effect at the time the expense
was incurred.
(c)Indirect Costs: The Contractor shall be reimbursed for fringe benefits, overhead,
general and administrative (G&A), and other indirect costs, all at the fixed rate as shown
in the Budget. Contractor hereby warrants and guarantees, in accordance with Section
9.01(k) hereto, that its rates for the foregoing indirect costs charged herein have been
determined based on the Contractor's reasonably anticipated indirect costs during the
term of the Agreement and calculated consistent with generally accepted accounting
principles.
Section 4.02. Progress Payments.
(a) Invoicing: The Contractor may submit invoices for progress payments no more than
once each month and no less than once each calendar quarter for Work performed during
such period. Invoices shall be submitted electronically to NYSERDA's online invoice
system at: llttpsJ/services.nyserda.ny.gov/Invoices/ or, if this project is managed
through NYSERDA's Salesforce application, via NYSERDA's Salesforce Contractor
Portal with the Contractor's log-in credentials. If electronic submission is not possible,
invoices may be addressed to NYSERDA,"Attention: Accounts Payable." Such invoices
shall reference the purchase order number, which will be generated and provided to the
Contractor upon contract execution, and the Agreement number shown at Item 1 on page
1 of this Agreement. Invoices shall be inclusive of the total project costs incurred,
delineated into NYSERDA's Funding share and the Cost-Share and Other Co-funding
share, if applicable, and they shall be in a format consistent with the cost categories set
forth in the Budget. Invoices shall be itemized and provide reasonable documentation for
the above to provide evidence of costs incurred. If a wage rate or billing rate is used,
Contractor must certify on its invoice that such rate represents the lesser of: (i) the actual
rate at the time the Work was performed, and (ii) the rate listed for each such employee
listed in the Budget. NYSERDA may adjust amounts payable to correlate the proportion
of NYSERDA's funding share paid to the proportion of the Work completed. Proper final
invoices must be paid by NYSERDA prior to the Expiration Date of the contract.
Section 4.03. Final Payment. Upon final acceptance by NYSERDA of all
deliverables contained in Exhibit A,Statement of Work, pursuant to Section 6.02 hereof,
the Contractor shall submit an invoice for final payment with respect to the Work,
together with such supporting information and documentation as,and in such form as,
NYSERDA may require. All invoices for final payment hereunder must, under any and
all circumstances, be received by NYSERDA prior to the Expiration Date of the contract.
In accordance with and subject to the provisions of NYSERDA's Prompt Payment Policy
Statement, attached hereto as Exhibit D,NYSERDA shall pay to the Contractor within
the prescribed time after receipt of such invoice for final payment, the total amount
payable pursuant to Section 4.01 hereof, less all progress payments/milestone payments
previously made to the Contractor with respect thereto and subject to the maximum
commitment set forth in Section 4.06 hereof.
Section 4.04. Release by the Contractor. The acceptance by the Contractor of
final payment shall release NYSERDA from all claims and liability that the Contractor,
its representatives and assigns might otherwise have relating to this Agreement.
Section 4.05. Maintenance of Records. The Contractor shall keep, maintain, and
preserve at its principal office throughout the term of the Agreement and for a period of
three years after acceptance of the Work, full and detailed books, accounts, and records
pertaining to this Agreement, including without limitation,, all data, bills, invoices,
payrolls, time records, expense reports, subcontracting efforts and other documentation
evidencing, or in any material way related to, Contractor's performance under this
Agreement.
Section 4.06. Maximum Commitment. The maximum aggregate amount payable
by NYSERDA to the Contractor shall be the amount appearing at Item 5 of page one of
this Agreement. NYSERDA shall not be liable for any costs or expenses in excess of
such amount incurred by the Contractor in the performance and completion of the Work.
Section 4.07. Audit. NYSERDA shall have the right from time to time and at all
reasonable times during the term of this Agreement and for the maintenance period set
forth in Section 4.05 hereof to inspect and audit any and all books, accounts and records
related to this Agreement or reasonably necessary to the performance of an audit at the
office or offices of the Contractor where they are then being kept, maintained and
preserved pursuant to Section 4.05 hereof. Any payment made under the Agreement
shall be subject to retroactive reduction for amounts included therein which are found by
NYSERDA on the basis of any audit of the Contractor by NYSERDA,the State of New
York or an agency of the United States not to constitute an allowable charge or cost
hereunder.
Article V
Assignments, Subcontracts and Performance
Section 5.01. General Restrictions. Except as specifically provided otherwise in
this Article, the assignment, transfer,conveyance, subcontracting or other disposal of this
Agreement or any of the Contractor's rights, obligations, interests or responsibilities
hereunder, in whole or in part, without the express consent in writing of NYSERDA shall
be void and of no effect as to NYSERDA.
Section 5.02. Subcontract Procedures. Without relieving it of, or in any way
limiting, its obligations to NYSERDA under this Agreement, the Contractor may enter
into Subcontracts for the performance of Work or for the purchase of materials or
equipment. Prior to beginning any Work, Contractor shall notify the NYSERDA Project
Manager of all subcontractors performing work under the Agreement, as well as all
changes in subcontractors throughout the term of the Agreement. Except for a
subcontractor or supplier specified in a team arrangement with the Contractor in the
Contractor's original proposal, and except for any subcontract or order for equipment,
supplies or materials from a single subcontractor or supplier totaling less than $50,000,
the Contractor shall select all subcontractors or suppliers through a process of
competitive bidding or multi-source price review. A team arrangement is one where a
subcontractor or supplier specified in the Contractor's proposal is performing a
substantial portion of the Work and is making a substantial contribution to the
management and/or design of the Project. In the event that a competitive bidding or
multi-source price review is not feasible, the Contractor shall document an explanation
for, and justification of, a sole source selection. The Contractor shall document the
process by which a subcontractor or supplier is selected by making a record summarizing
the nature and scope of the work, equipment, supplies or materials sought, the name of
each person or organization submitting, or requested to submit, a bid or proposal, the
price or fee bid, and the basis for selection of the subcontractor or supplier. An
explanation for, and justification of, a sole source selection must identify why the work,
equipment, supplies or materials involved are obtainable from or require a subcontractor
with unique or exceptionally scarce qualifications or experience, specialized equipment,
or facilities not readily available from other sources, or patents, copyrights, or proprietary
data.All Subcontracts shall contain provisions comparable to those set forth in this
Agreement applicable to a subcontractor or supplier, and those set forth in Exhibit C to
the extent required by law, and all other provisions now or hereafter required by law to be
contained therein. Each Subcontract shall make express reference to this Agreement, and
shall state that in the event of any conflict or inconsistency between any Subcontract and
this Agreement, the terms and conditions of this Agreement shall control as between
Subcontractor and Contractor. For each Subcontract valued at$100,000 or more, the
Contractor shall obtain and maintain, pursuant to Section 4.05, a completed Vendor
Assurance of No Conflict of Interest or Detrimental Effect form from such Subcontractor
prior to the execution of the Subcontract. Such form shall be made available to the
Contractor by NYSERDA. Each such Subcontract shall contain a provision whereby the
Subcontractor warrants and guarantees that there is and shall be no actual or potential
conflict of interest that could prevent the Subcontractor's satisfactory or ethical
performance of duties required to be performed pursuant to the terms of the Subcontract
and that the Subcontractor shall have a duty to notify NYSERDA immediately of any
actual or potential conflicts of interest. If this Agreement includes a provision requiring
Contractor to make Payments to NYSERDA for the Sale or Licensing of a Product, each
Subcontract shall include the provisions of Section 8.02, suitably modified to identify the
parties. The Contractor shall submit to NYSERDA's Contract Administrator for review
and written approval any subcontract(s) specified in the Statement of Work as requiring
NYSERDA approval, including any replacements thereof.
Section 5.03. Performance. The Contractor shall promptly and diligently comply
with its obligations under each Subcontract and shall take no action that would impair its
rights thereunder. The Contractor shall take no action, and shall take all reasonable steps
to prevent its Subcontractors from taking any action, that would impair NYSERDA's
rights under this Agreement. The Contractor shall not assign, cancel or terminate any
Subcontract without the prior written approval of NYSERDA's Contract Administrator as
long as this Agreement remains in effect. Such approval shall not be unreasonably
withheld and, in the event that notice of approval or disapproval is not received by the
Contractor within thirty days after receipt of request for approval by NYSERDA,the
requested assignment, cancellation, or termination of the Subcontract shall be considered
approved by NYSERDA. In the event that NYSERDA requires additional time for
considering approval, NYSERDA shall notify the Contractor within thirty (30) days of
receipt of the request for approval that additional time is required and shall specify the
additional amount of time necessary up to sixty (60) days.
Article VI
Schedule; Acceptance of Work
Section 6.01. Schedule. The Work shall be performed as expeditiously as
possible in conformity with the schedule requirements contained herein and in the
Statement of Work. The draft and final versions of all deliverables shall be submitted by
the dates specified in the Exhibit A Schedule. It is understood and agreed that the
delivery of the draft and final versions of such deliverables by the Contractor shall occur
in a timely manner and in accordance with the requirements of the Exhibit A Schedule
and Project Period noted in Item No. 7 of this Agreement.
Section 6.02. Acceptance of Work. The completion of the Work shall be subject
to acceptance by NYSERDA in writing of all deliverables as defined in Exhibit A,
Statement of Work.
Article VII
Force Majeure
Section 7.01. Force Majeure. Neither party hereto shall be liable for any failure
or delay in the performance of its respective obligations hereunder if and to the extent
that such delay or failure is due to a cause or circumstance beyond the reasonable control
of such party, including, without limitation, acts of God or the public enemy,
expropriation or confiscation of land or facilities, compliance with any law, order or
request of any Federal, State, municipal or local governmental authority, acts of war,
rebellion or sabotage or damage resulting therefrom, fires, floods, storms, explosions,
accidents, riots, strikes, or the delay or failure to perform by any Subcontractor by reason
of any cause or circumstance beyond the reasonable control of such Subcontractor.
Article VIII
Rights in Information; Confidentiality
Section 8.01. Rights in Contract and Proprietary Information; Confidentiality.
(a) NYSERDA shall have the right to use, duplicate, or disclose Contract
Information, in whole or in part, in any manner and for any purpose whatsoever, and to
permit others to do so.
(b) The Contractor shall have the right to use Contract Information for its private
purposes, subject to the provisions of this Agreement.
(c) NYSERDA shall have no rights to any Proprietary Information.
(d) No information shall be treated by NYSERDA as confidential unless such
information is clearly so marked by Contractor at the time it is disclosed to NYSERDA;
see Exhibit C regarding NYSERDA's obligations under the Freedom of Information
Law. Under no circumstances shall any information included in the Final Report
delivered by Contractor pursuant to Exhibit A, Statement of Work, be considered
confidential or Proprietary Information.
(e) The Contractor agrees that to the extent it receives or is given any information
from NYSERDA or a NYSERDA contractor or subcontractor, the Contractor shall treat
such data in accordance with any restrictive legend contained thereon or instructions
given by NYSERDA,unless another use is specifically authorized by prior written
approval of the NYSERDA Project Manager. Contractor acknowledges that in the
performance of the Work under this Agreement, Contractor may come into possession of
personal information as that term is defined in Section 92 of the New York State Public
Officers Law. Contractor agrees not to disclose any such information without the consent
of NYSERDA.
(f) In conjunction with Contractor's performance of the Project, NYSERDA or
other entities may furnish Contractor with certain information concerning the Work that
is collected and stored by, or on behalf of,NYSERDA and is either non-public,
confidential or proprietary in nature as classified per the policies and procedures outlined
in the New York State Information Classification Policy (N YS-S 14-002)
(httpsJ/ks.ny.gov/docLiment/itiformation-c lassification-standard) and the New York State
Information Security Controls- Standard (httpsJ/its.ny.gov/document/information-
security-controls-standard) (the "Information"), identified as such by the Project Manager
in writing.
The Information will be kept confidential and will not, without NYSERDA's prior
written consent, be disclosed by you, your agents, employees, contractors or professional
advisors, in any manner whatsoever, in whole or in part, and will not be used by
Contractor, Contractor's agents, employees, contractors or professional advisors other
than in connection with the Work. Contractor agrees to transmit the Information only to
Contractor's agents, employees, contractors and professional advisors who need to know
the Information for that purpose and who are informed by Contractor of the confidential
nature of the Information and who will agree in writing to be bound by the terms and
conditions of this Agreement.
Contractor shall conform to requirements of the New York State Information Technology
Services (ITS) Information Security Policy (NYS-P03-002)
(https;J/its ny gov/sites/default/files/documents/nys-p03-002 information security O.pdf)
and any amendments thereto, to maintain the security of and to prevent unauthorized
access to Information that is maintained in electronic form on your systems. Such
measures shall include:
a. Access Control. on Servers, Systems, Apps, Databases,i.e., role-based
permissions, authentication, authorization, and password policy;
b. Network Security, i.e., isolation of Information, secure V-LANS, Firewalls;
c. Patch Management, i.e., formal patch cycles and maintenance process;
d. Malware Prevention, i.e.,anti-virus, anti-spyware, vulnerability assessments,
penetration testing, audits;
e. Encryption of Information in transit and Information in storage on desktops,
backups, and removable media;
f. Change Control to ensure that new and modified system software are authorized,
tested,and implemented accurately;
g. Security Event Logging/Monitoring that provides real time alerting of security
events
h. IDS, WS, Website Monitoring of websites for compromise indicators which
indicates website defacements,compromises or inappropriate content
(Application/Host/Network IDS and IPS);
i. Web Application scanning that is performed on code and application in
compliance with Open Web Application Security project (OWASP) and SANS
(SysAdmin, Audit, Network,and Security) Institute standards.
Contractor will keep a record of the location of the Information. At the conclusion of the
Project Period, Contractor will return to NYSERDA all the Information and/or provide
proof to NYSERDA that the Information was destroyed. Contractor also agrees to submit
to an audit of its data security/destruction practices by NYSERDA or its representative
during the contract term and for up to two (2) years following the expiration of the
Agreement.
(g) If, in the course of performance of the Agreement, Contractor or Subcontractors
(if any) encounter any information in NYSERDA's Salesforce or other database platforms
that a reasonable person would identify as unrelated to the Agreement or otherwise
inadvertently produced to Contractor or Subcontractors, Contractor shall notify
NYSERDA immediately and neither Contractor nor Subcontractor shall use such
inadvertently produced information for its own use. Any Contractor access to NYSERDA
information shall be used solely for NYSERDA-related matters. This shall include, but
not be limited to, access to the Salesforce CRM.
Article IX
Warranties and Guarantees
Section 9.01. Warranties and Guarantees. The Contractor warrants and guarantees that:
(a) all information provided and all representations made by Contractor as a part of the
Proposal Checklist or application, if any, submitted to NYSERDA in order to obtain this
Agreement were,to the best of Contractor's knowledge, complete, true and accurate when
provided or made;
(b) as of the Effective Date, it is financially and technically qualified to perform the
Work, and is qualified to do business and is in good standing in all jurisdictions necessary for
Contractor to perform its obligations under this Agreement;
(c) it is familiar with and will comply with all general and special Federal, State,
municipal and local laws, ordinances and regulations, if any, that may in any way affect the
performance of this Agreement;
(d) the design, supervision and workmanship furnished with respect to performance of
the Work shall be in accordance with sound and currently accepted scientific standards and
engineering practices;
(e) all materials, equipment and workmanship furnished by it and by Subcontractors in
performance of the Work or any portion thereof shall be free of defects in design, material and
workmanship, and all such materials and equipment shall be of first-class quality, shall conform
with all applicable codes, specifications, standards and ordinances and shall have service lives
and maintenance characteristics suitable for their intended purposes in accordance with sound
and currently accepted scientific standards and engineering practices;
(f) neither the Contractor nor any of its employees, agents, representatives or servants
has actual knowledge of any patent issued under the laws of the United States or any other matter
which could constitute a basis for any claim that the performance of the Work or any part thereof
infringes any patent or otherwise interferes with any other right of any Person;
(g) to the best of Contractor's knowledge, there are no existing undisclosed or threatened
legal actions, claims, or encumbrances, or liabilities that may adversely affect the Work or
NYSERDA's rights hereunder;
(h) it has no actual knowledge that any information or document or statement furnished
by the Contractor in connection with this Agreement contains any untrue statement of a material
fact or omits to state a material fact necessary to make the statement not misleading, and that all
facts have been disclosed that would materially adversely affect the Work;
(i) all information provided to NYSERDA with respect to State Finance Law Sections
139 j and 139-k is complete, true and accurate;
0) Contractor is familiar with and will comply with NYSERDA's Code of Conductfor
Contractors, Consultants,and Vendors with respect to the performance of this Agreement,
including, but not limited to, the provisions that ensure the appropriate use of public funds by
requiring Contractors, Consultants and Vendors to refrain from policy advocacy on behalf of
NYSERDA unless explicitly authorized, and in the manner described, under the terms of their
Agreement; and to refrain from providing advocacy positions or opinions of their own that could
be construed as those of NYSERDA(httpJ/www.nyserda.ny.gov/-/media/Files/AboutBoard-
Governance/NYSERDA-Code-of-Conduct-Contractors.pdf); and
(k) its rates for the indirect costs charged herein have been determined based on the
Contractor's reasonably anticipated indirect costs during the term of the Agreement and
calculated consistent with generally accepted accounting principles.
(1) Contractor shall at all times during the Agreement term remain Responsible, and
Contractor agrees,if requested by NYSERDA,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.
(m) Contractor represents that there is and shall be no actual or potential conflict of
interest that could prevent the Contractor's satisfactory or ethical performance of duties required
to be performed pursuant to the terms of this Agreement. The Contractor shall have a duty to
notify NYSERDA immediately of any actual or potential conflicts of interest.
Article X
Indemnification
Section 10.01. Indemnification. The Contractor shall protect, indemnify and hold
harmless NYSERDA,NYSDOT, and the State of New York from and against all liabilities,
losses, claims, damages,judgments, penalties, causes of action, costs and expenses (including,
without limitation, attorneys' fees and expenses) imposed upon or incurred by or asserted against
NYSERDA or the State of New York resulting from, arising out of or relating to Contractor's or
its Subcontractors' performance of this Agreement. The obligations of the Contractor under this
Article shall survive any expiration or termination of this Agreement, and shall not be limited by
any enumeration herein of required insurance coverage.
Article XI
Insurance
Section 11.01. Maintenance of Insurance; Policy Provisions. The Contractor, at no
additional direct cost to NYSERDA, shall maintain or cause to be maintained throughout the
term of this Agreement, insurance of the types and in the amounts specified in the Section hereof
entitled Types of Insurance. All such insurance shall be evidenced by insurance policies, each of
which shall:
(a) except policies in evidence of insurance required under Section 11.02(b), name or be
endorsed to cover NYSERDA,NYSDOT,and the State of New York as additional insureds;
(b) provide that such policy may not be cancelled or modified until at least 30 days after
receipt by NYSERDA of written notice thereof; and
(c) be reasonably satisfactory to NYSERDA in all other respects.
Section 11.02. Types of Insurance. The types and amounts of insurance required to be
maintained under this Article are as follows:
(a) Commercial general liability insurance for bodily injury liability, including death,
and property damage liability, incurred in connection with the performance of this Agreement,
with minimum limits of$1,000,000 in respect of claims arising out of personal injury or sickness
or death of any one person, $1,000,000 in respect of claims arising out of personal injury,
sickness or death in any one accident or disaster, and$1,000,000 in respect of claims arising out
of property damage in any one accident or disaster; and
(b) Workers Compensation, Employers Liability, and Disability Benefits as required by
New York State.
Section 11.03. Delivery of Policies; Insurance Certificates. Prior to commencing the
Work, the Contractor shall deliver to NYSERDA certificates of insurance issued by the
respective insurers, indicating the Agreement number thereon, evidencing the insurance
required by Article XI hereof.
In the event any policy furnished or carried pursuant to this Article will expire on a date
prior to acceptance of the Work by NYSERDA pursuant to the section hereof entitled
Acceptance of Work, the Contractor, not less than 15 days prior to such expiration date,
shall deliver to NYSERDA certificates of insurance evidencing the renewal of such
policies, and the Contractor shall promptly pay all premiums thereon due. In the event of
threatened legal action, claims, encumbrances, or liabilities that may affectNYSERDA
hereunder, or if deemed necessary by NYSERDA due to events rendering a review
necessary,upon request the Contractor shall deliver to NYSERDA a certified copy of
each policy.
Article XII
Stop Work Order; Termination; Non-Responsibility
Section 12.01. Stop Work Order.
(a) NYSERDA may at any time, by written Order to the Contractor, require the
Contractor to stop all or any part of the Work called for by this Agreement for a period of
up to ninety (90) days after the Stop Work Order is delivered to the Contractor, and for
any further period to which the parties may agree. Any such order shall be specifically
identified as a Stop Work Order issued pursuant to this Section. Upon receipt of such an
Order,the Contractor shall forthwith comply with its terms and take all reasonable steps
to minimize the incurrence of costs allocable to the Work covered by the Order during
the period of work stoppage consistent with public health and safety. Within a period of
ninety (90) days after a Stop Work Order is delivered to the Contractor, or within any
extension of that period to which the parties shall have agreed,NYSERDA shall either:
(1) by written notice to the Contractor, cancel the Stop Work Order,which
shall be effective as provided in such cancellation notice, or if not specified
therein, upon receipt by the Contractor, or
(ii) terminate the Work covered by such order as provided in the Termination
Section of this Agreement.
(b) If a Stop Work Order issued under this Section is cancelled or the period of
the Order or any extension thereof expires, the Contractor shall resume Work. An
equitable adjustment shall be made in the delivery schedule, the estimated cost, the fee,if
any, or a combination thereof, and in any other provisions of the Agreement that may be
affected,and the Agreement shall be modified in writing accordingly, if-
(i) the Stop Work Order results in an increase in the time required for, or in
the Contractor's cost properly allocable to, the performance of any part of this
Agreement, and
(ii) the Contractor asserts a claim for such adjustments within 30 days after
the end of the period of Work stoppage; provided that, if NYSERDA decides the
facts justify such action, NYSERDA may receive and act upon any such claim
asserted at any time prior to final payment under this Agreement.
(c) If a Stop Work Order is not cancelled and the Work covered by such Order is
terminated, the reasonable costs resulting from the Stop Work Order shall be allowed by
equitable adjustment or otherwise.
(d) Notwithstanding the provisions of this Section 12.01, the maximum amount
payable by NYSERDA to the Contractor pursuant to this Section 12.01 shall not be
increased or deemed to be increased except by specific written amendment hereto.
Section 12.02. Termination.
(a) This Agreement may be terminated by NYSERDA at any time during the
term of this Agreement with or without cause,upon ten(10) days prior written notice to
the Contractor. In such event, payment shall be paid to the Contractor for Work
performed and expenses incurred prior to the effective date of termination in accordance
with the provisions of the Article hereof entitled Payment and in reimbursement of any
amounts required to be paid by the Contractor pursuant to Subcontracts; provided,
however, that upon receipt of any such notice of termination, the Contractor shall cease
the performance of Work, shall make no further commitments with respect thereto and
shall reduce insofar as possible the amount of outstanding commitments (including, to the
extent requested by NYSERDA, through termination of subcontracts containing
provisions therefore). Articles VIII,IX, and X shall survive any termination of this
Agreement, and Article XVII shall survive until the payment obligations pursuant to
Article VIII have been met.
(b) NYSERDA specifically reserves the right to terminate this agreement upon
its determination of excessive project schedule lapses or delays. NYSERDA also
reserves the right to deny schedule extensions for project completion beyond those to
which the parties agreed upon the initial execution of the agreement.
(c) NYSERDA specifically reserves the right to terminate this agreement in the
event that the certification filed by the Contractor in accordance with State Finance Law
Sections 139 j and 139-k is found to have been intentionally false or intentionally
incomplete, or that the certification filed by the Contractor in accordance with New York
State Tax Law Section 5-a is found to have been intentionally false when made.
Terminations under this subsection (b) will be effective upon Notice.
(d) Nothing in this Article shall preclude the Contractor from continuing to carry
out the Work called for by the Agreement after receipt of a Stop Work Order or
termination notice at its own election, provided that, if the Contractor so elects: (i) any
such continuing Work after receipt of the Stop Work Order or termination notice shall be
deemed not to be Work pursuant to the Agreement, and(ii) NYSERDA shall have no
liability to the Contractor for any costs of the Work continuing after receipt of the Stop
Work Order or termination notice.
Section 12.03 Suspension or Termination for Non-Responsibility.
(a) Suspension. NYSERDA, in its sole discretion, reserves the right to suspend
any or all activities under this Agreement, at any time, when it discovers information that
calls into question the Responsibility of the Contractor. In the event of such suspension,
the Contractor will 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 NYSERDA issues a
written notice authorizing a resumption of performance under the Contract.
(b) Termination. Upon written notice to the Contractor, and a reasonable
opportunity to be heard with appropriate NYSERDA officials or staff,this Agreement
may be terminated by NYSERDA at the Contractor's expense where the Contractor is
determined by NYSERDA to be non-Responsible. In such event,NYSERDA may
complete the contractual requirements in any manner it may deem advisable and pursue
available legal or equitable remedies for breach.
Article XIII
Independent Contractor
Section 13.01. Independent Contractor.
(a)The status of the Contractor under this Agreement shall be that of an
independent contractor and not that of an agent, and in accordance with such status, the
Contractor, the Subcontractors, and their respective officers, agents, employees,
representatives and servants, including the Project Director, shall at all times during the
term of this Agreement conduct themselves in a manner consistent with such status and
by reason of this Agreement shall neither hold themselves out as,nor claim to be acting
in the capacity of, officers, employees, agents, representatives or servants of NYSERDA
nor make any claim, demand or application for any right or privilege applicable to
NYSERDA,including, without limitation, vicarious liability, professional liability
coverage or indemnification, rights or privileges derived from workers' compensation
coverage, unemployment insurance benefits, social security coverage and retirement
membership or credit. It is understood and agreed that the personnel furnished by
Contractor to perform the Work shall be Contractor's employee(s) or agent(s), and under
no circumstances are such employee(s) to be considered NYSERDA's employee(s) or
agent(s), and shall remain the employees of Contractor, except to the extent required by
section 414(n) of the Internal Revenue Code.
(b) Contractor expressly acknowledges NYSERDA's need to be advised, on an
immediate basis, of the existence of any claim or event that might result in a claim or
claims against NYSERDA,Contractor and/or Contractor's personnel by virtue of any act
or omission on the part of NYSERDA or its employees. Accordingly, Contractor
expressly covenants and agrees to notify NYSERDA of any such claim or event,
including but not limited to, requests for accommodation and allegations of harassment
and/or discrimination, immediately upon contractor's discovery of the same, and to fully
and honestly cooperate with NYSERDA in its efforts to investigate and/or address such
claims or events, including but not limited to, complying with any reasonable request by
NYSERDA for disclosure of information concerning such claim or event even in the
event that this Agreement should terminate for any reason.
Article XIV
Compliance with Certain Laws
Section 14.01. Laws of the State of New York. The Contractor shall comply
with all of the requirements set forth in Exhibit C hereto.
Section 14.02. All Legal Provisions Deemed Included. It is the intent and
understanding of the Contractor and NYSERDA that each and every provision of law
required by the laws of the State of New York to be contained in this Agreement shall be
contained herein, and if, through mistake, oversight or otherwise, any such provision is
not contained herein, or is not contained herein in correct form, this Agreement shall,
upon the application of either NYSERDA or the Contractor, promptly be amended so as
to comply strictly with the laws of the State of New York with respect to the inclusion in
this Agreement of all such provisions.
Section 14.03. State Requirements: The Contractor shall ensure that funds
appropriated for the purposes set forth in the Agreement are expended in accordance with
State requirements governing as outlined in Exhibit F, NYSDOT/NYSERDA Research
Partnership Agreement.
Section 14.04. Other Legal Requirements. The references to particular laws of
the State of New York in this Article, in Exhibit C and elsewhere in this Agreement are
not intended to be exclusive and nothing contained in such Article, Exhibit and
Agreement shall be deemed to modify the obligations of the Contractor to comply with
all legal requirements.
Section 14.04. Sexual Harassment Policy. The Contractor and all Subcontractors
must have a written sexual harassment prevention policy addressing sexual harassment in
the workplace and must provide annual sexual harassment training to all employees.
Article XV
Notices, Entire Agreement, Amendment, Counterparts
Section 15.01. Notices.
(a) All notices, requests, consents, approvals and other communications which may or
are required to be given by either party to the other under this Agreement shall be in
writing and shall be transmitted either:
1. via certified or registered United States mail, return receipt requested;
2. by facsimile transmission;
3. by personal delivery;
4. by expedited delivery service; or
5. by e-mail, return receipt requested.
Such notices shall be addressed as follows, or to such different addresses as the parties
may from time-to-time designate as set forth in paragraph(c) below:
NYSERDA
Name: Cheryl M. Glanton
Title: Director of Contract Management
Address: 17 Columbia Circle, Albany, New York 12203
Facsimile Number: (518) 862-1091
E-Mail Address: Cheryl.Glanton@nyserda.ny.gov
Personal Delivery: Reception desk at the above address
Town of Queensbury
Name: Stuart Baker
Title: Senior Planner
Address: 742 Bay Road, , Queensbury, NY, 12804
Facsimile Number: 518-745-4437
E-Mail Address: stuartb@queensbury.net
(b) 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 email, upon receipt.
(c) The parties may, from time to time, specify any new or different address in
the United States as their address for purpose of receiving notice under this Agreement by
giving fifteen (15) days 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 this Agreement. Additional individuals may be
designated in writing by the parties for purposes of implementation and
administration/billing, resolving issues and problems and/or for dispute resolution.
Section 15.02. Entire Agreement; Amendment. This Agreement embodies the
entire agreement and understanding between NYSERDA and the Contractor and
supersedes all prior agreements and understandings relating to the subject matter hereof.
Except for no-cost time extensions, which may be signed by NYSERDA and require no
counter-signature by the Contractor, and except as otherwise expressly provided for
herein, this Agreement may be changed, waived, discharged or terminated only by an
instrument in writing, signed by the parry against which enforcement of such change,
waiver, discharge or termination is sought.
Section 15.03. Counterparts. This Agreement may be executed in counterparts
each of which shall be deemed an original, but all of which taken together shall constitute
one and the same instrument.
Section 15.04. Conflicting Terms. This Agreement is subject to Exhibit F,
NYSDOT/NYSERDA Research Partnership Agreement, attached hereto and made a part
hereof. In the event of a conflict between the terms of this Exhibit B and Exhibit F,
Exhibit F shall prevail.
Article XVI
Publicity
Section 16.01. Publicity.
(a)Publicity, which includes, but is not limited to: news conferences,news
releases,public announcements, advertising, brochures, reports, discussions or
presentations at conferences or meetings; and/or any document or forum that includes any
reference to New York State,NYSDOT,or NYSERDA,may not be released without the
prior written approval of NYSDOT and NYSERDA.
(b) Any such Publicity or publication, presentation, or announcement shall:
(i) Acknowledge the support of NYSDOT,NYSERDA, and, if funded
with Federal funds, the applicable Federal funding agency; and
(u) 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, NYSDOT,NYSERDA,or if funded
with Federal funds, the applicable Federal funding agency.
Notwithstanding the above, the Contractor may submit for publication, scholarly
or academic publications that derive from activity under the Agreement(but are not
deliverable under the Agreement), provided that the Contractor first submits such
manuscripts to NYSDOT and NYSERDA forty-five (45) calendar days prior to
submission for consideration to a publisher in order for NYSDOT and NYSERDA to
review the manuscript for compliance with confidentiality requirements and restrictions
and to make such other comments as NYSDOT and NYSEDA deem appropriate. All
derivative publications shall follow the same acknowledgements and disclaimers as
described in this Section 16.01. Publicity hereof.
Furthermore, a legal notice in the nature of a disclaimer to be provided shall be
affixed to any official product of work or any portion thereof distributed as a result of any
project identified in an authorized project for which New York State,NYSDOT,
NYSERDA,or the FHWA are providing funding. This is applicable to the release of
information regarding scientific or technical developments made or conceived in the
course of or under this Agreement.
Article XVII
Executory Clause
Section 17.01. Executory Clause. The Contractor hereby acknowledges that this
Agreement utilizes funds obtained from the NYS Department of Transportation
('NYSDOT'). In accordance with Section 41 of the State Finance Law,NYSDOT's
liability to NYSERDA to provide funds for this Agreement is limited to funds
appropriated and available. Contractor further acknowledges and agrees that NYSERDA
shall have no liability under this Agreement to the Contractor or to anyone else beyond
funds appropriated and available for this Agreement.
EXHIBIT C
REVISED 12/19
STANDARD TERMS AND CONDITIONS
FOR ALL NYSERDA AGREEMENTS
(Based on Standard Clauses for New York State Contracts and Tax Law Section 5-a)
The parties to the Agreement agree to be bound by the following clauses which are hereby
made a part of the Agreement to the extent applicable:
1. NON-DISCRIMINATION REQUIREMENTS. To the extent 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, genetic predisposition or carrier status, or marital
status. Furthermore, in accordance with Section 220-e of the Labor Law, if this is an Agreement
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
Agreement shall be performed within the State of New York, Contractor agrees that neither it nor
its subcontractors shall, by reason of race,creed,color, disability, sex or national origin: (a)
discriminate in hiring against any New York State citizen who is qualified and available to
perform the work; or(b) discriminate against or intimidate any employee hired for the
performance of work under this Agreement. If this is a building service Agreement 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 fees of$50.00 per person
per day for any violation of Section 220-e or Section 239 as well as possible termination of this
Agreement and forfeiture of all moneys due hereunder for a second subsequent violation.
2. WAGE AND HOURS PROVISIONS. If this is a public work Agreement covered by
Article 8 of the Labor Law or a building service Agreement 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 a condition precedent
to payment by NYSERDA of any NYSERDA-approved sums due and owing for work done
upon the project.
3. NON-COLLUSIVE BIDDING REQUIREMENT. In accordance with Section 2878 of
the Public Authorities Law, if this Agreement 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
NYSERDA a non-collusive bidding certification on Contractor's behalf.
4. INTERNATIONAL BOYCOTT PROHIBITION. If this Agreement exceeds$5,000, the
Contractor agrees,as a material condition of the Agreement, 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
Agreement's execution, such Agreement, amendment or modification thereto shall be rendered
forfeit and void. The Contractor shall so notify NYSERDA within five (5) business days of such
conviction, determination or disposition of appeal. (See and compare Section 220-f of the Labor
Law, Section 139-h of the State Finance Law,and 2 NYCRR 105.4).
5. SET-OFF RIGHTS. NYSERDA shall have all of its common law and statutory rights of
set-off. These rights shall include, but not be limited to,NYSERDA's option to withhold for the
purposes of set-off any moneys due to the Contractor under this Agreement up to any amounts
due and owing to NYSERDA with regard to this Agreement, any other Agreement, including
any Agreement for a term commencing prior to the term of this Agreement, plus any amounts
due and owing to NYSERDA for any other reason including, without limitation, tax
delinquencies, fee delinquencies or monetary penalties relative thereto.
6. PROPRIETARY INFORMATION. Notwithstanding any provisions to the contrary in
the Agreement, Contractor and NYSERDA acknowledge and agree that all information, in any
format, submitted to NYSERDA shall be subject to and treated in accordance with the NYS
Freedom of Information Law("FOIL," Public Officers Law,Article 6). Pursuant to FOIL,
NYSERDA is required to make available to the public, upon request, records or portions thereof
which it possesses,unless that information is statutorily exempt from disclosure. Therefore,
unless the Agreement specifically requires otherwise, Contractor should submit information to
NYSERDA in a non-confidential, non-proprietary format. FOIL does provide that NYSERDA
may deny access to records or portions thereof that"are trade secrets or are submitted to an
agency by a commercial enterprise or derived from information obtained from a commercial
enterprise and which if disclosed would cause substantial injury to the competitive position of
the subject enterprise." [See Public Officers Law, § 87(2)(d)]. Accordingly, if the Agreement
specifically requires submission of information in a format Contractor considers a proprietary
and/or confidential trade secret,Contractor shall fully identify and plainly label the information
"confidential" or"proprietary" at the time of disclosure. By so marking such information,
Contractor represents that the information has actual or potential specific commercial or
competitive value to the competitors of Contractor. Without limitation, information will not be
considered confidential or proprietary if it is or has been (i) generally known or available from
other sources without obligation concerning its confidentiality; (n) made available by the owner
to others without obligation concerning its confidentiality; or (iii) already available to
NYSERDA without obligation concerning its confidentiality. In the event of a FOIL request, it
is NYSERDA's policy to consider records as marked above pursuant to the trade secret
exemption procedure set forth in 21 New York Codes Rules & Regulations § 501.6 and any
other applicable law or regulation. However,NYSERDA cannot guarantee the confidentiality of
any information submitted. More information on FOIL, and the relevant statutory law and
regulations, can be found at the website for the Committee on Open Government
(httpJ/www.dos.ny.gov/about/`foi12.html) andNYSERDA's Regulations, Part501
httpJ/www.nyserda.nv.gov/About/New-York-State-Re�,'utations.aspx
7. IDENTIFYING INFORMATION AND PRIVACY NOTIFICATION. (a) FEDERAL
EMPLOYER IDENTIFICATION NUMBER and/or FEDERAL SOCIAL SECURITY
NUMBER. As a condition to NYSERDA's obligation to pay any invoices submitted by
Contractor pursuant to this Agreement, Contractor shall provide to NYSERDA its Federal
employer identification number or Federal social security number, or both such numbers when
the Contractor has both such numbers. Where the Contractor does not have such number or
numbers, the Contractor must give the reason or reasons why the payee does not have such
number or numbers.
(b)PRIVACY NOTIFICATION.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 Contractor 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.
8. CONFLICTING TERMS. In the event of a conflict between the terms of the Agreement
(including any and all attachments thereto and amendments thereof) and the terms of this Exhibit
C, the terms of this Exhibit C shall control.
9. GOVERNING LAW. This Agreement shall be governed by the laws of the State of
New York except where the Federal supremacy clause requires otherwise.
10. NO ARBITRATION. Disputes involving this Agreement, including the breach or
alleged breach thereof, may not be submitted to binding arbitration (except where statutorily
required) without the NYSERDA's written consent, but must, instead, be heard in a court of
competent jurisdiction of the State of New York.
11. SERVICE OF PROCESS. In addition to the methods of service allowed by the State
Civil Practice Law and 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 NYSERDA's receipt of the return thereof by
the United States Postal Service as refused or undeliverable. Contractor must promptly notify
NYSERDA, in writing, of each and every change of address to which service of process can be
made. Service by NYSERDA to the last known address shall be sufficient. Contractor will have
thirty (30) calendar days after service hereunder is complete in which to respond.
12. CRIMINAL ACTIVITY. If subsequent to the effectiveness of this Agreement,
NYSERDA comes to know of any allegation previously unknown to it that the Contractor or any
of its principals is under indictment for a felony, or has been, within five (5) years prior to
submission of the Contractor's proposal to NYSERDA,convicted of a felony, under the laws of
the United States or Territory of the United States, then NYSERDA may exercise its stop work
right under this Agreement. If subsequent to the effectiveness of this Agreement, NYSERDA
comes to know of the fact,previously unknown to it, that Contractor or any of its principals is
under such indictment or has been so convicted, then NYSERDA may exercise its right to
terminate this Agreement. If the Contractor knowingly withheld information about such an
indictment or conviction, NYSERDA may declare the Agreement null and void and may seek
legal remedies against the Contractor and its principals. The Contractor or its principals may
also be subject to penalties for any violation of law which may apply in the particular
circumstances. For a Contractor which is an association, partnership, corporation, or other
organization, the provisions of this paragraph apply to any such indictment or conviction of the
organization itself or any of its officers, partners,or directors or members of any similar
governing body, as applicable.
13. PERMITS. It is the responsibility of the Contractor to acquire and maintain, at its own
cost, any and all permits, licenses, easements,waivers and permissions of every nature necessary
to perform the work.
14. PROHIBITION ON PURCHASE OF TROPICAL HARDWOODS. The Contractor
certifies and warrants that all wood products to be used under this Agreement will be in
accordance with, but not limited to, the specifications and provisions of State Finance Law
Section 165 (Use of Tropical Hardwoods), which prohibits purchase and use of tropical
hardwoods, unless specifically exempted by NYSERDA.
15. 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
625 Broadway
Albany, New York 12207
Telephone: 518-292-5200
Fax: 518-292-5884
httpl/www.esd.ny.gov
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
625 Broadway
Albany, New York 12207
Telephone: 518-292-5200
Fax: 518-292-5803
httpJ/www.empire.state.ny.us
The Omnibus Procurement Act of 1992 requires that by signing this Agreement, Contractors
certify that whenever the total 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.
16. 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 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.
17. COMPLIANCE WITH NEW YORK STATE INFORMATION SECURITY BREACH
AND NOTIFICATION ACT.Contractor shall 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).
18. PROCUREMENT LOBBYING. To the extent this Agreement is a"procurement
contract" as defined by State Finance Law Sections 139 j and 139-k, by signing this Agreement
the Contractor certifies and affirms that all disclosures made in accordance with State Finance
Law Sections 139 j and 139-k are complete, true and accurate. In the event such certification is
found to be intentionally false or intentionally incomplete, NYSERDA may terminate the
agreement by providing written notification to the Contractor in accordance with the terms of the
agreement.
19. COMPLIANCE WITH TAX LAW SECTION 5-a. The following provisions apply to
Contractors that have entered into agreements in an amount exceeding $100,000 for the purchase
of goods and services:
a) Before such agreement can take effect,the Contractor must have on file with the New
York State Department of Taxation and Finance a Contractor Certification form (ST-220-
TD).
b) Prior to entering into such an agreement, the Contractor is required to provide
NYSERDA with a completed Contractor Certification to Covered Agency form (Form
ST-220-CA).
c) Prior to any renewal period (if applicable) under the agreement, the Contractor is required
to provide NYSERDA with a completed Form ST-220-CA.
Certifications referenced in paragraphs (b) and(c)above will be maintained by NYSERDA and
made a part hereof and incorporated herein by reference.
NYSERDA reserves the right to terminate this agreement in the event it is found that the
certification filed by the Contractor in accordance with Tax Law Section 5-a was false when
made.
20. IRANIAN ENERGY SECTOR DIVESTMENT. By entering into this Contract,
Contractor certifies that it is not on the"Entities Determined To Be Non-Responsive
Bidders/Offerers Pursuant to the New York State Iran Divestment Act of 2012: list ("Prohibited
Entities List") posted on the OGS website at:
httpJ/www.ogs.ny.gov/about/regs/docs/ListofEntkies.pdf and further certifies that it will not utilize
on such Contract any subcontractor that is identified on the Prohibited Entities List. Contractor
agrees that should it seek to renew or extend this Contract, it must provide the same certification at
the time the Contract is renewed or extended. 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 NYSDOT
may approve a request for Assignment of Contract.
21. COMPLIANCE WITH NEW YORK STATE DIESEL EMISSION REDUCTION
ACT (DERA)OF 2006. Contractor shall comply with and, if applicable to this Agreement,
provide proof of compliance with the New York State Diesel Emission Reduction Act of 2006
("DERA"), Environmental Conservation Law (ECL) Section 19-0323, and the NYS Department
of Environmental Conservation (DEC)Law implementing regulations under 6 NYCRR Part
248, Use of Ultra Low Sulfur Diesel Fuel (ULSD) and Best Available Retrofit Technology
(`KART"). Compliance includes, but is not limited to, the development of a heavy-duty diesel
vehicle (HDDV),maintaining documentation associated with BART evaluations, submitting to
and receiving DEC approval of a technology or useful-life waiver, and maintaining records
where BART-applicable vehicles are primarily located or garaged. DEC regulation under 6
NYCRR Part 248, Use of Ultra Low Sulfur Diesel and Best Available Technology for Heavy
Duty Vehicles can be found at: httpsJfwww.dec.ny.gov/regs/2492.html.
22. ADMISSIBILITY OF REPRODUCTION OF CONTRACT. Notwithstanding the
best evidence rule or any other legal principle or rule of evidence to the contrary, the Contractor
acknowledges and agrees that it waives any and all objections to the admissibility into evidence
at any court proceeding or to the use at any examination before trial of an electronic reproduction
of this contract,regardless of whether the original of said contract is in existence.
EXHIBIT D
NYSERDA PROMPT PAYMENT POLICY STATEMENT
504.1. Purpose and Applicability. (a)The purpose of this Exhibit is to provide a
description of Part 504 of NYSERDA's regulations, which consists of NYSERDA's policy for
making payment promptly on amounts properly due and owing by NYSERDA under this
Agreement. The section numbers used in this document correspond to the section numbers
appearing in Part 504 of the regulations. (This is only a summary; the full text of Part 504 can
be accessed at:( http•/www.nyserda.ny.gov/About[New-York-State-Re-ulations.aspx ))
(b) This Exhibit applies generally to payments due and owing by the NYSERDA to the
Contractor pursuant to this Agreement. However, this Exhibit does not apply to Payments due
and owing when NYSERDA is exercising a Set-Off against all or part of the Payment, or if a
State or Federal law, rule or regulation specifically requires otherwise.
504.2. Definitions. Capitalized terms not otherwise defied in this Exhibit shall have the
same meaning as set forth earlier in this Agreement. In addition to said terms, the following
terms shall have the following meanings, unless the context shall indicate another or different
meaning or intent:
(a) "Date of Payment" means the date on which NYSERDA requisitions a check from its
statutory fiscal agent, the Department of Taxation and Finance, to make a Payment.
(b) 'Designated Payment Office" means the Office of NYSERDA's Controller, located
at 17 Columbia Circle, Albany, New York 12203.
(c) 'Payment" means payment properly due and owing to Contractor pursuant to Article
IV,Exhibit B of this Agreement.
(d) 'Prompt Payment" means a Payment within the time periods applicable pursuant to
Sections 504.3 through 504.5 of this Exhibit in order for NYSERDA not to be liable for interest
pursuant to Section 504.6.
(e) 'Payment Due Date" means the date by which the Date of Payment must occur, in
accordance with the provisions of Sections 504.3 through 504.5 of this Exhibit, in order for
NYSERDA not to be liable for interest pursuant to Section 504.6.
(f) 'Proper Invoice" means a written request for Payment that is submitted by a
Contractor setting forth the description, price or cost,and quantity of goods, property or
services delivered or rendered, in such form, and supported by such other substantiating
documentation, as NYSERDA may reasonably require, including but not limited to any
requirements set forth in Exhibits A or B to this Agreement; and addressed to NYSERDA's
Controller, marked "Attention: Accounts Payable" at the Designated Payment Office.
(g)(1) 'Receipt of an Invoice" means:
(i) if the Payment is one for which an invoice is required, the later of.
(a) the date on which a Proper Invoice is actually received in the
Designated Payment Office during normal business hours; or
(b) the date by which, during normal business hours, NYSERDA has
actually received all the purchased goods, property or services covered by a
Proper Invoice previously received in the Designated Payment Office.
(n) if the Agreement provides that a Payment will be made on a specific date or
at a predetermined interval, without having to submit a written invoice the 30th calendar
day, excluding legal holidays, before the date so specified or predetermined.
(2) For purposes of this subdivision, if the Agreement requires a multifaceted, completed
or working system, or delivery of no less than a specified quantity of goods, property or
services and only a portion of such systems or less than the required goods, property or
services are working, completed or delivered, even though the Contractor has invoiced
NYSERDA for the portion working, completed or delivered, NYSERDA will not be in
Receipt of an Invoice until the specified minimum amount of the systems, goods,
property or services are working, completed or delivered.
(h) "Set-off' means the reduction by NYSERDA of a payment due a Contractor by an
amount equal to the amount of an unpaid legally enforceable debt owed by the Contractor to
NYSERDA.
504.3. Prompt Payment Schedule. Except as otherwise provided by law or regulation or
in Sections 504.4 and 504.5 of this Exhibit, the Date of Payment by NYSERDA of an amount
properly due and owing under this Agreement shall be no later than thirty (30) calendar days,
excluding legal holidays, after Receipt of a Proper Invoice.
504.4. Payment Procedures.
(a)Unless otherwise specified in this Agreement, a Proper Invoice submitted by the
Contractor to the Designated Payment Office shall be required to initiate payment for goods,
property or services. As soon as any invoice is received in the Designated Payment Office
during normal business hours, such invoice shall be date-stamped. The invoice shall then
promptly be reviewed by NYSERDA.
(b) NYSERDA shall notify the Contractor within fifteen (15) calendar days after Receipt
of an Invoice of-
(1) any defects in the delivered goods, property or services;
(2) any defects in the invoice; or
(3) suspected improprieties of any kind.
(c) The existence of any defects or suspected improprieties shall prevent the
commencement of the time period specified in Section 504.3 until any such defects or
improprieties are corrected or otherwise resolved.
(d) If NYSERDA fails to notify a Contractor of a defect or impropriety within the
fifteen (15) calendar day period specified in subdivision (b) of this section, the sole effect shall
be that the number of days allowed for Payment shall be reduced by the number of days
between the 15th day and the day that notification was transmitted to the Contractor. If
NYSERDA fails to provide reasonable grounds for its contention that a defector impropriety
exists, the sole effect shall be that the Payment Due Date shall be calculated using the original
date of Receipt of an Invoice.
(e) In the absence of any defect or suspected impropriety, or upon satisfactory correction
or resolution of a defect or suspected impropriety, NYSERDA shall make Payment, consistent
with any such correction or resolution and the provisions of this Exhibit.
504.5. Exceptions and Extension of Payment Due Date. NYSERDA has determined
that, notwithstanding the provisions of Sections 504.3 and 504.4 of this Exhibit, any of the
following facts or circumstances, which may occur concurrently or consecutively, reasonably
justify extension of the Payment Due Date:
(a) If this Agreement provides Payment will be made on a specific date or at a
predetermined interval, without having to submit a written invoice, if any documentation,
supporting data,performance verification, or notice specifically required by this Agreement or
other State or Federal mandate has not been submitted to NYSERDA on a timely basis, then the
Payment Due Date shall be extended by the number of calendar days from the date by which all
such matter was to be submitted to NYSERDA and the date when NYSERDA has actually
received such matter.
(b) If an inspection or testing period, performance verification, audit or other review or
documentation independent of the Contractor is specifically required by this Agreement or by
other State or Federal mandate, whether to be performed by or on behalf of NYSERDA or
another entity, or is specifically permitted by this Agreement or by other State or Federal
provision and NYSERDA or other entity with the right to do so elects to have such activity or
documentation undertaken, then the Payment Due Date shall be extended by the number of
calendar days from the date of Receipt of an Invoice to the date when any such activity or
documentation has been completed, NYSERDA has actually received the results of such
activity or documentation conducted by another entity, and any deficiencies identified or issues
raised as a result of such activity or documentation have been corrected or otherwise resolved.
(c) If an invoice must be examined by a State or Federal agency, or by another party
contributing to the funding of the Contract, prior to Payment, then the Payment Due Date shall
be extended by the number of calendar days from the date of Receipt of an Invoice to the date
when the State or Federal agency, or other contributing party to the Contract, has completed the
inspection, advised NYSERDA of the results of the inspection, and any deficiencies identified
or issues raised as a result of such inspection have been corrected or otherwise resolved.
(d) If appropriated funds from which Payment is to be made have not yet been
appropriated or, if appropriated, not yet been made available to NYSERDA, then the Payment
Due Date shall be extended by the number of calendar days from the date of Receipt of an
Invoice to the date when such funds are made available to NYSERDA.
504.6. Interest Eligibility and Computation. If NYSERDA fails to make Prompt
Payment,NYSERDA shall pay interest to the Contractor on the Payment when such interest
computed as provided herein is equal to or more than ten dollars ($10.00). Interest shall be
computed and accrue at the daily rate in effect on the Date of Payment, as set by the New York
State Tax Commission for corporate taxes pursuant to Section 1096(e)(1) of the Tax Law.
Interest on such a Payment shall be computed for the period beginning on the day after the
Payment Due Date and ending on the Date of Payment.
504.7. Sources of Funds to Pay Interest. Any interest payable by NYSERDA pursuant to
Exhibit shall be paid only from the same accounts, funds, or appropriations that are lawfully
available to make the related Payment.
504.8. Incorporation of Prompt Payment Policy Statement into Contracts. The
provisions of this Exhibit shall apply to all Payments as they become due and owing pursuant to
the terms and conditions of this Agreement, notwithstanding that NYSERDA may subsequently
amend its Prompt Payment Policy by further rulemaking.
504.9. Notice of Objection. Contractor may object to any action taken by NYSERDA
pursuant to this Exhibit that prevents the commencement of the time in which interest will be
paid by submitting a written notice of objection to NYSERDA. Such notice shall be signed and
dated and concisely and clearly set forth the basis for the objection and be addressed to the Vice
President, New York State Energy Research and Development Authority, at the notice address
set forth in Exhibit B to this Agreement. The Vice President of NYSERDA,or his or her
designee, shall review the objection for purposes of affirming or modifying NYSERDA's
action. Within fifteen (15) working days of the receipt of the objection, the Vice President, or
his or her designee, shall notify the Contractor either that NYSERDA's action is affirmed or
that it is modified or that, due to the complexity of the issue, additional time is needed to
conduct the review; provided, however, in no event shall the extended review period exceed
thirty (30) working days.
504.10. Judicial Review. Any determination made by NYSERDA pursuant to this
Exhibit that prevents the commencement of the time in which interest will be paid is subject to
judicial review in a proceeding pursuant to Article 78 of the Civil Practice Law and Rules.
Such proceedings shall only be commenced upon completion of the review procedure specified
in Section 504.9 of this Exhibit or any other review procedure that may be specked in this
Agreement or by other law, rule, or regulation.
504.11. Court Action or Other Legal Processes.
(a) Notwithstanding any other law to the contrary, the liability of NYSERDA to make an
interest payment to a Contractor pursuant to this Exhibit shall not extend beyond the date of a
notice of intention to file a claim, the date of a notice of a claim, or the date commencing a legal
action for the payment of such interest, whichever occurs first.
(b) With respect to the court action or other legal processes referred to in subdivision (a)
of this section, any interest obligation incurred by NYSERDA after the date specified therein
pursuant to any provision of law other than Public Authorities Law Section 2880 shall be
determined as prescribed by such separate provision of law, shall be paid as directed by the
court, and shall be paid from any source of funds available for that purpose.
Exhibit E
New York State Energy Research and Development Authority(NYSERDA)
2017 Report Content Guide
Revised 8/26/16
(Replaces the 2016 NYSERDA Report Content Guide)
Table of Contents
1 Purpose...........................................................................................................................46
2 Required Bements...........................................................................................................46
2.1 Copyright for Intellectual Property..................................................................................49
2.2 Proprietary or Confidential Information............................................................................50
2.3 Americans with Disabilities Act (ADA)Accessibility Compliance.........................................50
3 Formatting.......................................................................................................................50
4 Submitting a Report to NYSERDA.....................................................................................51
5 Contacts..........................................................................................................................51
6 Required Elements Checklist............................................................................................52
This Report Content Guide should be used in conjunction with the following documents, which are
available at nyserda.ny.gov/Doing-Business-with-NYSERDA:
? 2017 NYSERDA Report Formatting Guide
? 2017 NYSERDA Marketing's Template for Reports (including example)
i
! Purpose
This document explains how to prepare and submit a report to the New York State Energy Research and
Development Authority(NYSERDA). It includes details on the elements of the report, specifications for
formatting and accessibility, and information on electronic submission.Please follow these instructions
unless your NYSERDA contract specifies otherwise.
NYSERDA will publish the finished report deliverable online and/or in print unless the NYSERDA
Project Manager approves special circumstances. Please direct questions about technical content and
submission deadlines to your NYSERDA Project Manager. For questions related to formatting and
electronic submission of the report, contact Diane Welch in NYSERDA Marketing at 518-862-1090,ext.
3276 or dlwCoDnyserda.ny.gov
2 Required Elements
Section 6 includes a checklist of the required elements. This section contains details about the items that
are required in all reports(unless noted as optional).Items should appear and be paginated in the
following sequence:
? Title page (no page number):
o Include title of report,draft or final,prepared for NYSERDA,NYSERDA Project Manager
(name and title), prepared by name of organization,individuals and affiliation, report
number(NYSERDA will provide during editing), contract number and date report
submitted.
? Notice(small Roman numerals for page numbers i.e.,ii):
o Option 1—When NYSERDA is the project's sole sponsor,this notice must be used:
Notice
This report was prepared by [Insert Preparer's Name] in the course of performing work
contracted for and sponsored by the New York State Energy Research and Development
Authority (hereafter"NYSERDA"). The opinions expressed in this report do not necessarily
reflect those of NYSERDA or the State of New York,and reference to any specific product,
service,process,or method does not constitute an implied or expressed recommendation or
endorsement of it. Further,NYSERDA,the State of New York, and the contractor make no
warranties or representations,expressed or implied, as to the fitness for particular purpose or
merchantability of any product,apparatus,or service,or the usefulness,completeness, or
accuracy of any processes,methods,or other information contained, described,disclosed, or
referred to in this report.NYSERDA,the State of New York, and the contractor make no
representation that the use of any product, apparatus,process,method, or other information will
not infringe privately owned rights and will assume no liability for any loss, injury, or damage
resulting from,or occurring in connection with,the use of information contained,described,
disclosed,or referred to in this report.
NYSERDA makes every effort to provide accurate information about copyright owners and
related matters in the reports we publish. Contractors are responsible for determining and
satisfying copyright or other use restrictions regarding the content of reports that they write, in
compliance with NYSERDA's policies and federal law. If you are the copyright owner and
believe a NYSERDA report has not properly attributed your work to you or has used it without
permission, please email print@nyserda.ny.gov.
Information contained in this document, such as web page addresses, are current at the time of
publication.
o Option 2—When there are proiect co-sponsors in addition to NYSERDA, use the follow ing
notice instead:
Notice
This report was prepared by [Insert Preparer's Name] in the course of performing work
contracted for and sponsored by the New York State Energy Research and Development
Authority and the[Insert Co-Sponsoes Name](hereafter the"Sponsors").The opinions
expressed in this report do not necessarily reflect those of the Sponsors or the State of New
York, and reference to any specific product,service,process,or method does not constitute an
implied or expressed recommendation or endorsement of it. Further,the Sponsors,the State of
New York, and the contractor make no warranties or representations,expressed or implied,as to
the fitness for particular purpose or merchantability of any product,apparatus,or service, or the
usefulness,completeness,or accuracy of any processes,methods,or other information
contained,described,disclosed,or referred to in this report.The Sponsors,the State of New
York,and the contractor make no representation that the use of any product,apparatus,process,
method,or other information will not infringe privately owned rights and will assume no
liability for any loss, injury, or damage resulting from, or occurring in connection with,the use
of information contained,described,disclosed, or referred to in this report.
NYSERDA makes every effort to provide accurate information about copyright owners and
related matters in the reports we publish. Contractors are responsible for determining and
satisfying copyright or other use restrictions regarding the content of the reports that they write,
in compliance with NYSERDA's policies and federal law.If you are the copyright owner and
believe a NYSERDA report has not properly attributed your work to you or has used it without
permission,please email print@nyserda.ny.gov
Information contained in this document, such as web page addresses,are current at the time of
publication.
? Abstract and Keywords (optional;small Roman numerals for page numbers):
o The Abstract is a brief, approximately 200-word description of project obiectives,
investigative methods used, and research conclusions or applications. This information will
be used when NYSERDA registers the report with the New York State Library and the
Library of Congress. A list of keywords that describe the project and identify the major
research concept should be submitted with the report.Four to six precise descriptors are
generally sufficient and will be used for indexing, registering and distributing the report.
? Acknowledgments(optional;small Roman numerals for page numbers):
o If included,the Acknowledgments page precedes the Table of Contents and is generally no
longer than two paragraphs in length.
? Table of Contents(small Roman numerals for page numbers):
o The Table of Contents should list front matter material(except the Table of Contents)and
titles and section numbers for heading levels one through four. Additional levels should not
be used in the report. If the heading styles are applied in Word,the list can be automatically
generated.
? List of Figures(small Roman numerals for page numbers).
o If the report contains three or more figures,they should be listed using the style of the Table
of Contents. (If the figure titles in text have the caption function applied in Word the list can
be automatically generated.)
? List of Tables(small Roman numerals for page numbers).
o If the report contains three or more tables,they should be listed using the style of the Table
of Contents. (If the figure titles in text have the caption function applied in Word the list can
be automatically generated.)
? Acronyms and Abbreviations List (small Roman numerals for page numbers):
o All acronyms and abbreviations should be spelled out and followed by the acronym or
abbreviation in parentheses on first use.
o First reference to NYSERDA in text should be"the New York State Energy Research and
Development Authority(NYSERDA)." Subsequent references should read simply
"NYSERDA."
o When referring to New York State,use New York State"on first use and abbreviate"the
State"for subsequent uses.
o Use a one-or two-column layout for the list,but do not use a table.
? Executive Summary or Summary(optional;ES-1 or S-1 etc. forpage numbers of Executive
Summary and Summary, respectively):
o An Executive Summary is two pages in length maximum. A Summary is a shorter version of
the report and varies in length but less than 10 percent of the main report is a good guideline.
? Main Text(sequentially numbered pages i.e., 1,2, 3 etc. preferred,but chapter-page numbering
is acceptable).
? Figures and tables with sequential numbering(Figure 1, Figure 2,etc. preferred but sequential
chapter-number are acceptable), callouts in text(i.e.,Figure 1 shows...)and Alternative Text to
comply with ADA Accessibility are required. Refer to ADA guidelines for the best way to
represent data with reference to colors. Preferences for tables are listed in this document.
o Figures and tables at the back of the document are preferred for documents that NYSERDA
will be formatting;figures and tables placed in-line with text near callout is acceptable.Do
not use wrap text.
? References Cited and Bibliography information(as needed;continue sequential page
numbering):
o References Cited vs. Bibliography: References Cited has specific references called out in
text to document sources of specific information,and a bibliography is a list of sources used
to compile a document but does not have callouts for specific facts in the text.
o Endnote style for reference citations is preferred but footnotes are acceptable.
o Format of reference callout in text for footnote or endnote is the author-date callout in text
(i.e., Wood and Stone 2010).
o Full reference citations listed alphabetically by the last name of the first author.
o Citation format is based on Chapter 15(Documentation II:Author-Date References)of The
Chicago Manual of Style(16th edition).
o Use the following format to refer to reports published by NYSERDA:
New York State Energy Research and Development Authority (NYSERDA). Year of
publication. "Title of Report,"NYSERDA Report Number xx-yy.Prepared by organization,
company or individual names and city/state location(optional). nyserda.ny.gov/publications
? Appendices(optional; A 1 etc for Appendix A, 13-1 etc for Appendix B page numbering):
o In NYSERDA reports Appendices should be called appendices and not Attachments.
Attachments are used to append a document to an appendix.(Attachments may have
different definitions in emails and legal documents.)
? Alterative text that describes figures and tables to meet Accessibility requirements. (A separate
Word file is fine—see Section 2.2 for more details).
All material borrowed or adapted from other sources should be properly identified (i.e., document, source,
date, and page). The contractor must obtain and submit to NYSERDA the copyright owner's written
permission to use any illustrations, photographs,tables, figures,or substantial amounts of text from any
other publication.
For each figure and table,the contractor must also provide a source line that gives the original source and
any language stating permission to reprint that should be published with each respective table or figure.
S_4 YY.
Propriety or l(confidential information must be clearly labeled in the report submission as "proprietary'or
"confidential."To the extent possible,the information should be contained within one section or appendix
that can be easily removed prior to publishing. Consult your NYSERDA Project Manager with any
questions.
As a State Authority, NYSERDA is obligated to ensure that all documents published on NYSERDA's
website are accessible,pursuant to Section 508 of the Rehabilitation Act(29 U.S.C. 794d), as amended by
the Workforce Investment Act of 1998(P.L. 105-220 August 7, 1998).
To meet the needs of persons with visual or mobility disabilities, reports must be in a format that allows
for conversion of written words of an electronic document into speech,thus allowing the person with a
disability to hear the text. The formatting of these documents is critical to the success of the conversion
from text to speech. Screen reading software will read the document as one long series of paragraphs with
no differentiation for new topics unless properly formatted with Heading Styles. (Imagine reading a
textbook with no difference in text from one paragraph to the next.)
Reports submitted to NYSERDA must meet the following requirements:
? Use numbered headings in the document up to Level 4(i.e., 1.1.1.1).
? Pick one of the formatting options outlined in Section 3 of this document.
? Provide short titles for all tables,images, and figures.
? Provide Alternative Text(also known as alt-text)that describes the visual elements of each
image and figure—and does not just repeat the title or caption. Include alt text for any tables that
are inserted as images.
o Write out links in documents that will be printed. Write the sentence so that the URL is not
at the end and followed by a period. See the last bulleted item for an example("Visit....").
o Avoid linking to"click here"or including extremely long URLs.For web-only documents,
use contextual links, such as linking NYSERDA's website to`NYSERDA" instead of
putting a long URL in text.
o Visit nyserda.ny.gov/Doing-Business-with-NYSERDAfor more information about how to
make a document accessible.
ljort"a tting
Contractors have two options for the format of a submitted document:
Option 1—NYSERDA does the formatting
? Contractor emails to NYSERDA Project Manager a Word file of all report components with all
text in Times New Roman 10 pt font.
? File should include outline level numbering with each section head(1 is Level 1 Heading, 1.1 is
Level 2 Heading, 1.1.1 is Level 3 Heading, 1.1.1.1 is Level 4 Heading), not to exceed Level 4.
? Each figure and table should have a call-out in the main text(i.e.,Figure 1 shows... or
According to Figure I,_ or(Figure 1)at the end of a sentence).
? Figures and tables along with their titles and sources(and captions if necessary)should be
grouped together at the back of the file or supplied in a separate file. Contractor can request
inline or back-of-report placement of figures.
? NYSERDA will format the document according to the 2016 NYSERDA Marketing's Template
for Reports.
Option 2—Contractor does the formatting
? Visit nyserda.ny.gov/Doing-Business-with-NYSERDAto download:
o Report template(2016 NYSERDA Marketing's Template for Reports).
o Details about report formatting(2016 NYSERDA Report Formatting Guide).
? Apply each of the Word Styles in the template to the elements of the document as appropriate,
such as apply Heading 1 to all first-level headings,Body Text to all body text and References to
reference materials. Place figures and captions after each respective call-out OR in order at the
back of the report.Do not hyperlink webs ites.
4 Submitting a Repo rt to N VSER DA
No print drafts of the report are required. An electronic Word version of the draft report should be
emailed to the NYSERDA Project Manager. Contact the Project Manager regarding how to transfer large
files. The contractor is responsible for satisfactorily addressing comments from NYSERDA and other
stakeholders. When making corrections,the contractor must ensure that technical content is not
compromised. After editorial corrections have been made,the contractor must email to the Project
Manager a Word version of the final report.NYSERDA will consider high-resolution image submissions
for report covers.
5 Contacts
? The NYSERDA Project Manager should be the contractor's primary point of contact.
? For additional questions, contact Diane Welch in NYSERDA Marketing at
dlw(c),nyserda.ny.gov or 518-862-1090 x3276.
? Contractors can also email grint(cUnyserda.ny.gov or call 518-862-1090 and ask for Marketing.
th Required Elements Checklist
The following elements should be included in reports,unless noted as optional, along with the style of
page numbers is listed in parentheses:
? Title page (no page number).
? Notice(small Roman numeral page numbers, i.e., ii).
? Abstract
? Keywords(optional;small Roman numerals).
? Acknowledgments(optional;small Roman numerals).
? Table of Contents(small Roman numerals).
? List of Figures(small Roman numerals).
? List of Tables(small Roman numerals).
? Acronyms and Abbreviations List(small Roman numerals).
? Executive Summary or Summary(optional;ES-1 or S-1 etc).
? Main Text(pages sequentially numbered i.e., 1, 2, 3 etc.).
? Figures and tables with sequential numbering(Figure 1,Figure 2, etc.), callouts in text(i.e.,
Figure 1 shows...), and Alt Text for ADA Accessibility.
o Figures and tables at the back of the document are preferred for documents that NYSERDA
will be formatting;figures and tables placed in-line with text after first callout are
acceptable. Do not wrap text.
? References Cited and Bibliography information.
? Appendices(optional; page numbering is A-1 etc. for Appendix A, 13-1 etc. for Appendix B).
? Copyright information for intellectual property(i.e., images, figures,tables or large pieces of
text that have been previously published)—include written permission from the copyright holder
at the end of the document and use appropriate language in the captions of the images,figures
and tables such as "Reprinted with permission from [publisher's name]."
? Alternative text that describes each image and figure(include Alt text for tables that are
included as images) —and does not just repeat the title or caption. (See Section 2.3 for more
information.)The text should be listed at the end of the document or provided in a separate file.
EXHIBIT F
NYSDOT/NYSERDA RESEARCH
PARTNERSHIP AGREEMENT
NEW YORK STATE DEPARTMENT OF TRANSPORTATION
F. A.NO.: P.I.N.:
COMPTROLLER'S CONTRACT NO. C031105
PROJECT: NYSDOT/NYSERDA RESEARCH PARTNERSHIP AGREEMENT
This Agreement made this day of , 2013 pursuant to
Section 14 of the Transportation Law,by and between THE PEOPLE OF THE STATE OF
NEW YORK (hereinafter referred to as the "STATE") acting by and through the New
York State Departmentof Transportation ("NYSDOT"), with offices at 50 Wolf Road,
in the County of Albany, State of New York 12232, and the New York State Energy
Research and Development Authority("NYSERDA",or "Consultant'),a New York
public benefit corporation having its principal office at 17 Columbia Circle, Albany, New
York 12203-6399, collectively known as the "Parties".
WHEREAS, on October 30, 2012, NYSDOT received approval from the NYS Office of
the State Comptroller to enter into a single-source justified Agreement with NYSERDA;
and
WHEREAS, the Parties have collaborated on seven jointly-funded transportation research
and demonstration solicitations (Program Opportunity Notices (PONs) 1028, 1173, 1239,
1554, 2078, 2314, and 2618) over the past seven state fiscal years (2006/2007, 2007/2008,
2008/2009. 2009/2010, 2010/2011, 2011/2012, and 2012/2013); and
WHEREAS, the Parties desire to issue a joint PON annually over the next five state fiscal
years(2013/2014, 2014/2015, 2015/2016, 2016/2017 and 2017/2018); and
WHEREAS, NYSDOT desires to participate in the joint PONs and share a portion of the
cost, not-to-exceed $2,000,000 per year over the next five state fiscal years; and
WHEREAS, NYSERDA desires to participate in the joint PONs and share a portion of the
cost, which share shall not be less than 50% of the NYSDOT share annually.
NOW, THEREFORE, in consideration of the promises and of the mutual covenants and
agreements hereinafter set forth, the Parties do hereby agree as follows:
1. PERFORMANCE OF SERVICES. NYSERDA AND NYSDOT shall jointly develop
and NYSERDA shall issue an annual transportation research and demonstration
solicitation (PONs, which contain multiple Projects, some for NYSDOT's benefit and
some for NYSERDA's benefit) and NYSERDA, working closely with NYSDOT staff,
shall perform the tasks listed in Schedule A, Scope of Services to progress NYSDOT-
funded Projects approved under each PON, which is annexed hereto and made a part
hereof.
Based on PON proposals received, the Work shall be performed via approved Projects by
the Consultant's Contractors, who have been competitively selected and awarded a
research and demonstration contract ("Contract") in accordance with NYSERDA
guidelines under future PONs under this Agreement and shall be under the administration
of NYSERDA.
NYSDOT will have the option of providing a Co-Project Manager to assist in the project
management of the NYSDOT-funded Project Work performed under the Contracts
awarded under future PONs under this Agreement.
For PONprojects receiving NYSDOT funding, NYSDOT shall issue project-specific Task
Assignments (NYSDOT-funded Projects) to NYSERDA quantifying the Work to be
completed and funding to be provided.
2. COST OF PON CO-FUNDING. NYSDOT'S portion of the total cost of the five PONs
under this Agreement is estimated not-to-exceed $2,000,000 per year, said amount to be
paid per Section 3 of this Agreement.
3. PAYMENT. Funds paid under this Agreement by NYSDOT to NYSERDA may be used
only for Work performed under Projects developed under future PONs under this
Agreement.
3.1 NYSERDA shall pay for the Work performed under Contracts awarded under
future PONs issued pursuant to this Agreement and NYSDOT shall reimburse NYSERDA
quarterly for approved payments made on NYSDOT's behalf.
3.2 NYSDOT shall pay its portion of the total cost of PON Co-funding under Section
2 of this Agreement, which includes the amounts set forth in Sections 3.5 and 3.6, in
quarterly installments to NYSERDA within 30 days of the receipt from NYSERDA of an
invoice for Work performed under this Agreement for approved NYSDOT-funded
Projects.
3.3 NYSERDA acknowledges that it will not receive payment on any invoices unless
NYSERDA complies with the State Comptroller's electronic payment deposit procedures.
(See www.osc.state.ny.us/epay/index.htm or call 518-474-4032). Payment for invoices
will only be rendered electronically unless payment by paper check is expressly authorized
by the Commissioner of Transportation.
3.4 The maximum aggregate amount payable (MAP) by NYSDOT to NYSERDA
hereunder for the performance and completion of the Work is $10,000,000unless increased
by a Supplemental Agreement. It is understood and agreed that the NYSDOT is under no
obligation to make a minimum number of Projects and will only reimburse NYSERDA for
approved costs incurred in the performance of authorized and approved Projects. All
funding is subject to the continued availability and authorization of federal, state and third
party funds for this purpose. NYSDOT makes no guarantee that all or any of the identified
funds will be spent.
3.5 Subject to the MAP as provided in Section 3.4 above, and to the extent such costs
are allowable under Federal Highway Administration's State Planning and Research(SPR)
grant funds made available to NYSDOT for this Agreement, NYSDOT shall reimburse
NYSERDA for the actual proportionate share of assessment cost levied against and paid
by NYSERDA to the State of New York under NY Public Authorities Law, §2975:
"Recovery of state governmental costs from public authorities and public benefit
corporations" for the Work provided under this Agreement. For the first annual term of
this Agreement covering State fiscal year 2013/2014, the proportionate share of assessment
costs is established as two percent (2.0%) of approved invoices paid by NYSERDA for
NYSDOT-funded Projects. The public authority recovery fee percentage may be adjusted
annually per NYS Division of the Budget's direction, but shall be capped at no higher than
five percent(5%).
3.6 Subject to the above MAP under Section 3.4, and excepting the proportionate share
of assessment costs in consideration of this Agreement and as full compensation for any
and all other direct and indirect costs,charges or expenses incurred by NYSERDA for the
life of this Agreement,including, but not limited to labor, fringe benefits, direct non-salary
costs and their indirect costs,and associated with the administration and operation of future
PON activities, in any one twelve month period commencing with the term of this
Agreement set forth in Article 6, NYSDOT shall reimburse NYSERDA as follows: a fixed
five and three-quarters percent (5.75%) of approved invoices paid by NYSERDA for
NYSDOT-funded Projects to cover any and all such other direct and indirect costs,charges,
or expenses, including but not limited to labor, fringe benefits, direct non-salary costs and
indirect costs. NYSERDA shall annually provide NYSDOT with a description and
accounting of its services provided to NYSDOT via the fixed 5.75% administrative fee.
4. CONTRACT TERMS FOR PON CONTRACTORS
NYSERDA shall require the following terms in its contracts with the selected PON
Contractors, or its subconsultant(s)/subcontractor(s) performing the Work under approved
NYSDOT-funded Projects from the various research and demonstration PONs and
NYSERDA shall ensure compliance therewith as follows:
4.1 INTERCHANGE OF DATA. All technical data in regard to services provided
under this Agreement by the Contractor whether existing in the offices of the
Contractor or existing in the offices of the STATE shall be made available to the
NYSDOT and NYSERDA without expense to such other party.
4.2 DISPOSITION OF DATA. At the time of completion of Work, the Contractor
and NYSERDA shall make available to NYSDOT all documents and data
pertaining to the work or to services provided by the Contractor which materials at
all times shall be the property of the NYSERDA and NYSDOT jointly. It is agreed
that the Contractor may maintain copies of all documents and data. Or in the event
that this Agreement is terminated for any reason, then, within ten (10) days after
such termination, the Contractor shall make available to the NYSDOT and
NYSERDA the aforementioned data and material.
4.3 DISCLAIMER. A legal Notice and Disclaimer (below) shall be required by
NYSERDA and affixed by the Contractor to any official product of Work or any
portion thereof distributed as a result of any project identified in an authorized
Contract for which NYSDOT is providing funding under this Agreement. In
addition to acknowledging NYSERDA and NYSDOT as the cosponsor of the
effort, the notice shall state that the published or otherwise produced material
represents the position of the author(s) and not necessarily that of the NYSDOT,
NYSERDA and the STATE; that the product or report does not constitute a
standard, specification, or regulation and that the NYSDOT, NYSERDA and the
STATE assumes no liability for contents or use thereof. All interim products will
be considered "DRAFT" documents.
NOTICE
This report was prepared by in the course ofperforming work
contracted for and sponsored by the New York State Energy Research
and Development Authority and the New York State Department of
Transportation (hereafter the "Sponsors'). The opinions expressed in
this report do not necessarily reflect those of the Sponsors or the State
of New York, and reference to any specific product, service,process,
or method does not constitute an implied or expressed
recommendation or endorsement of it. Further, the Sponsors and the
State of New York make no warranties or representations, expressed
or implied, as to the fitness for particular purpose or merchantability
of any product, apparatus, or service, or the usefulness,
completeness, or accuracy of any processes, methods, or other
information contained, described, disclosed, or referred to in this
report. The Sponsors,the State of New York,and the Consultantnvke
no representation that the use of any product, apparatus,process,
method, or other information will not infringeprivate ly o wne d rights
and will assume no liabilityfor any loss, injury, or damage resulting
from, or occurring in connection with, the use of information
contained, described, disclosed, or referred to in this report.
DISCLAIMER
This report was funded in part through grants)from the Federal
Highway Administration, United States Department of
Transportation, under the State Planning and Research Program
Section 505 of Title 23, U.S. Code. The contents of this report do not
necessarily reflect the official views or policy of the United States
Department of Transportation, the Federal Highway Administration
or the New York State Departmentof Transportation. This reportdoes
not constitute a standard, specification, regulation, product
endorsement, or an endorsement of manufacturers.
4.4 PUBLICITY(Applies to Contracts solely funded by NYSDOT).
Publicity includes, but is not limited to: news conferences; news releases; public
announcements; advertising; brochures, reports; discussions or presentations at
conferences or meeting; and/or the inclusion of State and/or NYSDOT materials, the
State's name, NYSDOT's name, or other references to the State, or NYSDOT in any
document or forum. Publicity regarding this project may not be released without prior
written approval from NYSDOT.
Any publications, presentations or announcements of conferences, meeting or trainings
which are funded in whole or in part through any activity supported under this
AGREEMENT may not be published, presented or announced without the prior approval
of the NYSDOT. Any such publication, presentation, or announcement shall:
• Acknowledge the support of NYSDOT and, if funded with Federal funds,
the applicable Federal funding agency; and
• State that the opinions, results, findings and/or interpretations of data
contained therein are the responsibility of the Consultant and do not
necessarily represent the opinions, interpretations, or policy of the State, or
NYSDOT, or if funded with Federal funds, the applicable Federal funding
agency.
Notwithstanding the above, the Consultant may submit for publication, scholarly or
academic publications that derive from activity under the Project (but are not deliverable
under the Agreement), provided that the Consultant first submits such manuscripts to
NYSDOT forty-five (45) calendar days prior to submission for consideration to apublisher
in order for NYSDOT to review the manuscript for compliance with confidentiality
requirements and restrictions and to make such other comments as NYSDOT deems
appropriate. All derivative publications shall follow the same acknowledgements and
disclaimers as described in this Section 4.4 (Publicity) hereof.
Furthermore, per Section 4.3, Disclaimer, above,a legal notice in the nature of a disclaimer
shall be affixed to any official product of work or any portion thereof distributed as a result
of any project identified in an authorized task order assignment for which the
STATE/NYSDOT and the FHWA are providing funding. This is applicable to the release
of information regarding scientific or technical developments made or conceived in the
course of or under this Agreement.
4.5 TITLE TO EQUIPMENT(Applies to Contracts solely funded by NYSDOT.
Major Equipment is an article of non-expendable, tangible personal property which stands
alone is complete in itself, and does not lose its identity having a useful life of more than
one year and an acquisition cost that equals or exceeds$5,000. The purchases of equipment
are primarily intended to support researchunder eachPON. Purchases of Major Equipment
exceeding $50,000 (in the aggregate) for a particular Contract shall be subject to review
and approval of NYSDOT.
Title shall vest in the STATE to all Major Equipment purchased in the performance of
authorized, NYSDOT-funded PON Projects under a contract with NYSERDA and is paid
by NYSDOT hereunder. Upon the request of NYSDOT, the Consultant shall, where
necessary, execute, acknowledge, deliver and perform, or cause to be executed,
acknowledged, delivered or performed, all such bills of sale,assignments, conveyances or
other documents or acts as the STATE may reasonably request in order to assure the better
vesting in and confirming to the STATE, its successor and assigns, of title to and
possession of such equipment.
DISPOSITION OF MAJOR EQUIPMENT UPON COMPLETION OF A PROJECT. As
directed in the Task Assignment: 1.The STATE may elect to take title to Major Equipment
purchased under PON Contracts and NYSDOT will be responsible for all charges required
for the delivery and set up of these items at the NYSDOT's designated destination. 2.
NYSDOT may waive its title to Major Equipment and require the Consultant to transfer
title to a responsible Third Party for beneficial re-use at no charge to NYSDOT or the Third
Party if such is in the best interest of the STATE.
5. ENTIRE AGREEMENT/CHANGES. This Agreement may be amended or
supplemented only by a written instrument signed by duly authorized representatives of
both Parties. This Agreement shall be governed by and construed in accordance with the
laws of New York State.
6. TERM OF THE AGREEMENT. The Term of this Agreement shall be five years(Active
Term) commencing on July 1, 2013 and ending on June 30,2018 for the co-funding of
joint PONs,with two additional years(Maintenance Term)to complete Contracts awarded
under PONs initiated during the first five years and with no new PONs to be issued or
covered by this Agreement after the initial Active Term has expired.
NYSDOT shall have the sole option of extending this Agreement for an additional three
year period extending the Active Term and prior to the Maintenance Term with no new
PONs to be issued or covered by this Agreement after the three year term extension has
expired. In the event NYSDOT elects to exercise its right to extend this Agreement,
NYSDOT will provide a thirty (30) day advance notice of its intent to NYSERDA. Any
extension to the term of this Agreement shall be subject to the agreement of the Parties
hereto and the approval of the Office of the State Comptroller.
7. DOCUMENTS FORMING THE AGREEMENT. The Agreement documents shall be
deemed to include:
• This Agreement, including signature page and notary page;
• SCHEDULE A (SCOPE OF SERVICES, including EXHIBITS);
• SCHEDULE B (BUDGET);
• The provisions required by law to be inserted in the AGREEMENT as set forth in
APPENDIX A,APPENDIX A-1, APPENDIX B and APPENDIX C attached;
• Exhibit A(Consultant Disclosure Form B); and
• The State's Single-Source Justified NYS Contract Reporter Exemption Request for
C031105 (dated September 14, 2012; added via reference)and OSC's approval (dated
October 30, 2012; added via reference).
8. ORDER OF PRECEDENCE. In the event of any conflict, uncertainty or inconsistency
in content, language or requirements within this Agreement, the meaning or interpretation
of the Agreement shall be in accordance with following order of precedence:
1. APPENDIX A;
2. APPENDIX A-1, APPENDIX B and APPENDIX C;
3. Terms and Conditions for C031107;
4. SCHEDULE A;
5. SCHEDULE B;
6. EXHIBIT A;and
7. The State's Single-Source Justified NYS Contract Reporter Exemption Request for
C031105.
9. INSPECTION. The duly authorized representatives of the NYSDOT, and on federally
aided projects, representatives of the Federal Highway Administration, shall have the right
at all times to inspect the work of NYSERDA.
10. TERMINATION. The NYSDOT AND NYSERDA shall each have the absolute right to
terminate this Agreement, on sixty (60) days written notice, and such action shall in no
event be deemed a breach of contract. In the event of termination, final payment shall be
made based on the percentage of Work satisfactorily completed by NYSERDA, as
determinate by the NYSDOT. All Contracts issued by NYSERDA under PONs issued
pursuant to this Agreement must have a Right to Terminate For Convenience clause. In
the event NYSERDA or NYSDOT terminates this Agreement as provided under this
section, the terminating party shall be responsible for any reasonable additional cost
incurred due to the exercise of such termination for convenience right.
11. CODE OF ETHICS. NYSERDA specifically agrees that this Agreement may be
canceled or terminated if any work under this Agreement is in conflict with the provisions
of Section 74 of the New York State Public Officer's Law,as amended, establishing a Code
of Ethics for State officers and employees.
NYSERDA shall not engage, on a full or part-time or other basis any professional or
technical personnel who are or have been at any time during the period of this Agreement
in the employ of the Federal Highway Administration or the highway organizations of any
public employer, except regularly retired employees, without the consent of the public
employer of such person.
12. TRANSFER OF AGREEMENT. NYSERDA specifically agrees, as required by the
State Finance Law Section 138, that they are prohibited by law from assigning,
transferring, conveying, subletting or otherwise disposing of the Agreement or of their
right, title or interest therein, or their power to execute such Agreement, to any other
person, company or corporation, without the previous consent in writing of the STATE.
If this provision of the law be violated, the STATE shall revoke and annul the Agreement
and the STATE shall be relieved from any and all liability and obligations thereunder to
the person, company or corporation to whom NYSERDA shall assign, transfer, convey,
sublet or otherwise dispose of the Agreement, and such transferee shall forfeit and lose all
moneys therefore assigned under said Agreement.
13. INSURANCE. NYSERDA shall require the selected PON Contractor for NYSDOT-
funded Projects to obtain insurance for the Work performed under this Agreement in of the
type and amount of coverage as mutually agreed between NYSDOT and NYSERDA. In
addition, NYSERDA shall also require such insurance obtained by the Contractor to name
NYSDOT and the State of New York as additional Insured under such policies.
14. INDEMNIFICATION. NYSERDA shall require the selected PON Contractor for
NYSDOT-funded Projects to indemnify NYSERDA, NYSDOT and the State of New
York for the Work performed under this Agreement for cost, damages, and claims, upon
such as mutually-agreed-upon between NYSDOT and NYSERDA.
15. CERTIFICATION REQUIRED BY 49CFR,PART 29. The signatory to this
Agreement, being duly sworn, certifies that, EXCEPT AS NOTED BELOW, its company
and any person associated therewith in the capacity of owner, partner, director, officer, or
major stockholder (five percent or more ownership):
A. Is not currently under suspension, debarment, voluntary exclusion, or determination of
ineligibility by any federal agency;
B. Has not been suspended, debarred, voluntarily excluded or determined ineligible by
any federal agency within the past three years;
C. Does not have a proposed debarment pending; and
D. Has not been indicted, convicted, or had a civil judgment rendered against it by a court
of competent jurisdiction in any matter involving fraud or official misconduct within
the past three years.
E. EXCEPTIONS: -None.
16. CERTIFICATION FOR FEDERAL-AID CONTRACTS. The prospective participant
certifies, by signing this Agreement to the best of his or her knowledge and belief, that:
A. No Federal appropriated funds have been paid or will be paid, by or on behalf of the
undersigned, to any person for influencing or attempting to influence an officer or
employee of any Federal agency, a Member of Congress, an officer or employee of
Congress, or an employee of a Member of Congress in connection with the awarding
of any Federal contract, the making of any Federal grant, the making of any Federal
loan, the entering into of any cooperative agreement, and extension, continuation,
renewal, amendment, or modification of any Federal contract, grant, loan, or
cooperative agreement.
B. If any funds other than Federal appropriated funds have been paid or will be paid to
any person for influencing or attempting to influence an officer or employee of any
Federal agency, a Member of Congress, an officer or employee of Congress, or an
employee of a Member of Congress in connection with this Federal contract, grant,
loan or cooperative agreement, the undersigned shall complete and submit Standard
Form-LLL, 'Disclosure Form to Report Lobbying," in accordance with its instructions.
This certification is a material representation of fact upon which reliance was placed when
this transaction was made or entered into. Submission of this certification is a prerequisite
for making or entering this transaction imposed by Section 1352, Title 31, U.S. Code. Any
person who fails to file the required certification shall be subject to a civil penalty of not
less than $10,000 and not more than $100,000 for each such failure.
The prospective participant also agrees by submitting his or her bid or proposal that he or
she shall require that the language of this certification be included in all lower tier
subcontracts, which exceed $100,000 and that all such sub-recipients shall certify and
disclose accordingly.
17. NOTICES.
A. All notices permitted or required hereunder shall be in writing and shall be transmitted
either:
1. via certified or registered United States mail, return receipt requested;
2. by facsimile transmission;
3. by personal delivery;
4. by expedited delivery service; or
5. by e-mail.
Such notices shall be addressed as follows or to such different addresses as the parties
may from time-to-time designate:
New York State Department of Transportation:
Contact Person's Name: William A. Howe, Contract#C031105
Title: Director
Address:NYSDOT Contract Management Bur., 50 Wolf Road, 6th Fl., Albany, NY 12232
Telephone Number: 518-457-2600
Facsimile Number: 518-457-2874
E-Mail Address: bill.howe�ddot.ny.gov
NYSERDA:
Contact Person's Name: Jeffrey J.Pitkin, Contract #C031105
Title:Treasurer and Internal Control Officer
Address:NYSERDA, 17 Columbia Circle, Albany, NY 12203-6399
Telephone Number: 518-862-1090
Facsimile Number: 518-862-1091
E-Mail Address: jjp(ai)nyserda.ny.gov
B. 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 email, upon receipt.
C. The parties may, from time to time, specify any new or different address in the United
States as their address for purpose of receiving notice under this Agreement by giving
fifteen (15) days 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 this Agreement. Additional individuals may
be designated in writing by the parties for purposes of implementation and
administration/billing, resolving issues and problems and/or for dispute resolution.
18. IRAN Divestment Act. NYSERDA shall require the following term in its contracts with
the CONSULTANT, or its subconsultant(s)/subcontractor(s) performing the Work under
the various researchand demonstration PONs,"the CONSULTANT or CONTRACTOR");
as follows:
By entering into this Contract, Contractor certifies that it is not on the "Entities Determined
To Be Non-Responsive Bidders/Offerers Pursuant to the New York State Iran Divestment
Act of 2012: list ("Prohibited Entities List") posted on the OGS website at:
http•/www.ogs.ny.gov/about/regs/docs/ListofEntkies.pdf and further certifies that it will
not utilize on such Contract any subcontractor that is identified on the Prohibited Entities
List. Contractor agrees that should it seek to renew or extend this Contract, it must provide
the same certification at the time the Contract is renewed or extended. 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 NYSDOT may approve a request for Assignment of
Contract.
During the term of the Contract, should NYSDOT receive information that a person (as
defined in State Finance Law Section 165-a) is in violation of the above-referenced
certifications, NYSDOT will review such information and offer the person an opportunity
to respond. If the person fails to demonstrate that it has ceased its engagement in the
investment activity 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 and provided
for by law, rule, or contract, including, but not limited to, seeking compliance, recovering
damages, or declaring the Contractor in default.
NYSDOT reserves the right to reject any request for renewal, extension, or assignment for
an entity that appears on the Prohibited Entities List prior to the renewal, extension, or
assignment of the Contract, and to pursue a responsibility review with Contractor should it
appear on the Prohibited Entities List hereafter.
21. INCLUSION OF APPENDIX A. NYSERDA shall comply with the Appendix A -
Standard State Clauses for New York State Contracts as applicable to this Agreement; and
NYSERDA shall include Appendix A in its contracts with selected PON Contractors or its
subconsultant(s)/subcontractor(s) performing NYSDOT-funded Project Work under the
various research and demonstration PONs.
22. RESPONSIBILITY PROVISIONS.
General Responsibility. The Consultant shall, at all times during the Agreement, remain
responsible. The Consultant agrees, if requested by the Commissioner of NYSDOT or his
or her designee, 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.
Suspension of Work (for Non-Responsibility). The Commissioner of NYSDOT(or his or
her designee), in his or her sole discretion, reserves the right to suspend any or all activities
under this Agreement at any time when he or she discovers information that calls into
question the responsibility of the Consultant. In the event of such suspension, the Consultant
will be given written notice outlining the particulars of such suspension. Upon issuance of
such notice, the Consultant shall comply with the terms of the suspension order. Contract
activity may resume at such time as the Commissioner of NYSDOT(or his or her designee)
issues a written notice authorizing the resumption of performance under the Agreement.
Termination (for Non-Responsibility). Upon written notice to the Consultant, and a
reasonable opportunity to be heard with appropriate NYSDOT or staff,the Agreement may
be terminated by Commissioner of NYSDOT (or his or her designee) at the Consultant's
expense where the Consultant is determined by the Commissioner of NYSDOT(or his or her
designee) to be non-responsible. In such event, the Commissioner of NYSDOT(or his or
her designee) may complete the contractual requirements in any manner he or she may deem
advisable and pursue available legal or equitable remedies for breach.
IN WITNESS WHEREOF, this Contract #C031105 has been executed by the STATE, acting
by and through the Commissioner of Transportation, and by NYSERDA, acting by its duly
authorized representative, effective the day and year first written above. In addition to the
acceptance of this Agreement, I also certify that original copies of this signature page shall be
attached to all other exact copies of this Agreement.
RECOMMENDED BY: FOR THE PEOPLE OF THE STATE OF NEW YORK:
By:
William A.Howe, Director, Contract Mgt. Bur.
CONTRACT MANAGEMENT DEPARTMENT OF TRANSPORTATION
DATE: DATE:
By:
Jeffrey J.Pitkin, Treasurer
NEW YORK STATE ENERGY RESEARCH&
DEVELOPMENT AUTHORITY
DATE:
-- NYSDOT/NYSERDA Research Partnership Agreement--
APPROVALS
ATTORNEYGENERAL THOMASP.DINAPOLI
STATE COMPTROLLER
By:
Date:
Acknowledgement for Contract#C031105
State of New York )
County of )ss.:
On the day of in the year 2013, before me the
undersigned, personally appeared ,personally
known to me or proved to me on the basis of satisfactory evidence to be the individuals)
whose name(s) is (are)subscribed to the within instrument and acknowledged to me that
he/she/they executed the same in his/her/their capacity(ies), and that by his/her/their
signature(s) on the instrument, the individual(s), or the person upon behalf of which the
individuals) acted, executed the instrument.
NOTARYPUBLIC
My Commission Expires:
APPENDIX A
STANDARD CLAUSES FOR 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 otherthan 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.NO N-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 State's previous written consent,and attempts to do so are 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 contracting agency and with the concurrence of the State Comptroller where the
original contract was subject to the State Comptroller's approval,where the assignment is due to a reorganization,mere
or consolidation of the Contractor's business entity or enterprise.The State retains its right to approve an assignment and
to require that any 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 this contract concerns Certificates of
Participation pursuant to Article 5-A of the State Finance Law.
3.CO MPTROLLER'S APPRO VAL.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 163.6.a).
However,such pre-approval shall not be required for any contract established as a centralized contract through the Office
of General Services or for a purchase order or other transaction issued under such centralized contract.
4. WORKERS' COMPENSATION BENEFITS. In accordance with Section 142 of the State Finance Law, this
contract shall be voidand ofno 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 REQUHUMENTS. To the extent 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,genetic predisposition or carrier status,or marital statui
Furthermore,in accordance with Section 220-e of the Labor Law, if this is a contract for the construction,alterationor
repair of any public building or public work or for the manufacture,sale or distribution of materials, equipment or
supplies, and to the extent that this contract shall be performed within the State of New York,Contractor agrees that
neither it nor its subcontractors shall,by reason of race,creed,color,disability, sex,or national origin:(a)discriminate
in hiring against any New York State citizen who is qualified and available to perform the work;or(b)discriminate
against or intimidate any employee hired for the performance of work under this contract.If this is a building service
contract as definedin 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 PRO VISIONS.If this is a public work contract coveredby 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 permittedto 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 andits subcontractors must pay at least the prevailingwage 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 a condition precedent to paymentby the State
of any State approvedsums due and owing for work done upon the project.
7.NO N-C O LLUSIVE BIDDING C ERTIFIC ATIO N. In accordance with Section 139-d of the State Finance Law,if
this contract was awarded based upon the submission of bids, Contractor affirms,under penalty of perjury,that its bid
was arrived at independently and without collusion aimed at restricting competition.Contractor further affirms 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.
&INTERNATIONAL BO YCOTT PRO HEBITIO N.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 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 ofthe United States Commerce Department or any other appropriate agency ofthe United States
subsequent to the contract's execution,such contract,amendment or modification thereto shall be rendered forfeit and
void.The Contractorshall so notify the State Comptroller within five(5)business days of such conviction,determination
or disposition of appeal(2NYCRR 105.4).
9.SET-O IF 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.RECO RDS.The Contractor shall establish andmaintain 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 amutually
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 thePublic Officers Law(the"Statute")providedthat:(i)the Contractor shall timely
inform an appropriate State official,in writing,that said records should not be disclosed; and(ii)said records shall be
sufficiently identified;and(iii)designation of said records as exempt under the Statute is reasonable.Nothing contained
herein shall diminish,or in any way adversely affect,the State's right to discovery in any pending or future litigation.
11. IDENTIFYING INFORMATION AND PRIVACY NOTIFICATION (a) Identification Number(s). Every
invoice or New York State Claim for Payment submitted to a New York State agency by a payee,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 payee's identification number.The number is any or all of the following:(i)the payee's Federal employer
identification number, (ii) the payee's Federal social security number, and/or (iii) the payee's Vendor Identification
Number assigned by the Statewide Financial System. Failure to include such number or numbers may delay payment.
Where the payee does not have such number or numbers,the payee,on its invoice or Claim for Payment,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 foundin Section 5 of the State
T ax Law.Disclosure of this information by the seller or lessor to the State is mandatory,The principal purpose for which
the informationis collectedis 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
administeredby the Commissioner of T axation andFinance.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 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.
12.EQUAL 0"LO YMENT OPPORTUNITIES FO R MtNO RITIES AND W O MEN. In accordance with Section
312 of the Executive Law and 5 NYCRR 143,if this contract is: (i)a written agreement or purchase order instrument,
providing for atotal expenditure in excess of$25,000.00,whereby a contracting agency is committed to expend or does
expend funds in return for labor, services, supplies, equipment,materials or any combination of the foregoing to be
performedfor,or rendered or furnished to the contracting agency;or(ii)a written agreement in excess of$100,000.00
whereby a contracting agency is committedto expendor does expendfunds for the acquisition,construction,demolition,
replacement,major repair or renovation ofreal 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 committedto expendor does expend funds for
the acquisition, construction,demolition,replacement,major repair or renovation of real property and improvements
thereon for such project,then the following shall apply and by signing this agreement the Contractor certifies and affirms
that it is Contractor's equal employment opportunity policy that:
(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,shall make and document its conscientious and active efforts to
employ andutilize minority group members and women in its work force on State contracts 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 discrimination because of race,
creed,color,national origin,sex,age,disability or marital status.
Contractor will include the provisions of "a", "b", and "c" above, in every subcontract over $25,000.00 for the
construction,demolition,replacement,major repair,renovation,planningor design of real property andimprovements
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 NewYork State. The State shall considr
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 Department of
Economic Development's Division 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 requiredby 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 0FPROCESS.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 0F TROPICAL HARDWOODS.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 Section 165 of the State Finance Law, (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 tomeet with the approval of the State.
19. MACBRIDE FAIR II14PLOYMFNT 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.
20.0 MNIBUS PRO C UREA4INT AC T O F 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
Albany,New York 12245
Telephone:518-292-5100
Fax:518-292-5884
Email:ona�esd nv.gov
A directory of certified minority andwomen-owned business enterprises is available from:
NYS Department of Economic Development
Division of Minority and Women's Business Development
633 ThirdAvenue
New York,NY 10017
Telephone:212-803-2414
Email:mwbecertification'ccesd.nv.aov
http://esd.ny.Pov/M W t3E/directorvSearch.html
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"omen-owned business enterprises,on this project,and
has retained the documentation of these efforts to be provided upon request to the State;
(b)The Contractorhas 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 andto 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 andagrees to cooperate with the State in these efforts.
21.RECIPROCITY AND SANCTIONS PRO VISIONS.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 Sate vendor
and if the goods or services they offer will be substantially produced or performed outside New York Sate,the Omnibus
Procurement Act 1994 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. COMPLIANCE WITH NEW YORK STATE INFORMATION SECURITY BREACH AND
NO TH ICATIO N AC T.Contractor shall comply with the provisions of the New York Sate Information Security Breach
and Notification Act(General Business Law Section 899-aa;Sate Technology Law Section 208).
23.CO MPLIANC E W ITH CO NS ULTANT DIS C LO SURELAW.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 Sate 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 contractto the agency thatawardedthe contract,the Department of Civil Service andthe Sate
Comptroller.
24. PROCUREMENT LOBBYING To the extent this agreement is a "procurement contract"as defined by State
Finance Law Sections 139-j and 139-k,by signing this agreement the contractor certifies andaffirms that all disclosures
made in accordance with Sate Finance Law Sections 139 j and 139-k are complete,true andaccurate.In the event such
certification is found to be intentionally false or intentionally incomplete,the Sate may terminate the agreement by
providing written notification to the Contractor in accordance with the terms of the agreement
25.CERTIFICATION OF REGISTRATION TO COLLECT SALES AND COMPENSATING USE TAX BY
CERTAIN STATE CONTRACTORS,AFFILIATES AND SUBCONTRACTORS.
To the extent this agreement is a contract as defined by Tax Law Section 5-a, if the contractor fails to make the
certification required by Tax Law Section 5-a or if during the term of the contract,the Department of Taxation and
Finance or the coveredagency,as defined by Tax Laws-a,discovers that the certification,made under penalty ofperjuy,
is false,then such failure to file or false certification shall be a material breach of this contract andthis contract may be
terminated,by providing written notification to the Contractor in accordance with the terms of the agreement,if the
coveredagency determines that such action is in the best interest of the State.
Updated December 2012
APPENDIX A-I
SUPPLEMENTAL TITLE VI PROVISIONS (CIVIL RIGHTS ACT)
2. 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:
3.
(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,
and the Federal Highway Administration(hereinafter"FHWA")T itle 23,Code of Federal Regulations,Part 200 as they may
be amended from time to time,(hereinafter referred to as the Regulations),which are herein incorporated by reference and
made apart of this contract.
(2) Nondiscrimination:The Contractor,with regard to the work performed by it during the contract,shall not discriminate on
the grounds of race,color,or national origin,sex,age,and disability/handicap in the selection andretention of subcontradors�
including procurements of materials and leases of equipment.The contractorshall not participate either directly or indirectly
in the discrimination prohibitedby 49 CFR,section 21.5 ofthe 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 ofequipment,each pot ient ial subcont actor or suppliershall be notifiedby 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 andreports required by the Regulations or directives
issued pursuant thereto,andshall permit access to its books,records,accounts,other sources of information,andits facilities
as may be determinedby NYSDOT or the FHWA to be pertinent to ascertain compliance with such Regulations,orders and
instructions.Where any information required of a contractoris 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 FHWA, 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 FHWA may determine to be appropriate,including,but
not limitedto:
(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) Incorportation of Provisions:The contractor shall include the provisions of paragraphs(1)through(6)in every subcontract,
including procurements of materials and leases of equipment,unless exempt by the Regulations,or directives issued pursuant
thereto.
The contractor shall take such action with respect to any subcontract.or procurement as NYSDOT or the FHWA may
direct as ameans 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.
APPENDIX B
REQUIREMENTS FOR FEDERALLY-AIDED TRANSPORTATION PROJECTS
There is a substantial body of requirements attached to the use of Federal highway or transportation aid. These
requirements create or overlay processes, procedures, documentation requirements, authorizations, approvals and
certifications that may be substantially greater or different from those that are not funded with Federal-aid and proceed
under applicable State and local laws, customs and practices.Under Title 23 of the United States Code, the New York
State Department of Transportation(NYSDOT)is responsible for the administration of transportation projects in New
York State to which NYSDOT provides Federal highway or transportation-related aid. Through this Agreement,which
provides or is associated with such funding, NYSDOT delegates various elements of project and funding administration
as described elsewhere in this Agreement. In undertaking a Federally-aided project,the Municipality/Sponsor,Authority
or Project Manager designated under this Agreement with Federal-aid funding or project administration agrees to proceed
in compliance with all the applicable Federal-aid requirements.
NYSDOT,in cooperation with FHWA,has assembled the body of Federal-aid requirements,procedures and practices in
its "Procedures for Locally Administered Federal-Aid Projects" (available through NYSDOT's web site at:
wwryv.dot.nv.gov/plafap). In addition, the Municipality/Sponsor, Authority or Project Manager designated under this
Agreement for Federal-aid funding or project administration that enters into Federally aidedproject construction contracts
is required to physically incorporate into all its Federally aided construction contracts and subcontracts there under the
provisions that are contained in Form FHWA-1273 (available from NYSDOT or electronically at:
%MAV.fhwa.dot.gov/proaramadmin/contracts/1273 htm).
In addition to the referenced requirements,the attention of Municipality/Sponsor hereunder is directed to the following
requirements and information:
NON DISC RIMINATIO NlFEO/DBE REO UIRIWEN TS
The Municipality/Sponsor audits contractors agree to comply with Executive Order 11246,entitled"Equal Employment
Opportunity"andUnited States Department of Transportation (USDOT)regulations(49 CFR Parts2l,23,25,26 and
27)and the following:
1. NON DISC RIlI11INATION. No person shall,on the ground of race,color,creed,national origin,sex,age or handicap,be
excluded from participation in,or denied the benefits of,or be subject to,discrimination under the Project funded through this
Agreement.
2. EQUAL EMPLOYMFNT OPPORTUNITY. In connection with the execution of this Agreement, the
Municipality/Sponsor's contractors or subcontractors shall not discriminate against any employee orapplicant for employment
because of race,religion, age, color,sex or national origin. Such contractors shall take affirmative actions to ensure that
applicants are employed,andthat employees are treated during their employment,without regardto their race,religion,color,
sex,national origin or age. Such actions shall include, but not be limited to,the following: employment,upgrading,demotion
or transfer;recruitment or recruitment advertising;layoff or termination;rates of pay or other forms of compensation;and
selection for training,including apprenticeship.
3. DISADVANTAGED BUSINESS ENTERPRISES. In connection with the performance of this Agreement, the
Municipality/Sponsor shall cause its contractors to cooperate with the State in meeting its commitments and goals with regard
to the utilization of Disadvantaged Business Enterprises(DBEs)and will use its best efforts to ensure that DBEs will have
opportunity to compete for subcontract work under this Agreement. Also, in this connection the Municipality or
Municipality/Sponsor shall cause its contractors to undertake such actions as maybe necessary to comply with 49 CFR Part
26.
Asa sub-recipient under 49 CFR Part 26.13,the Municipality/Sponsor hereby makes the following assurance.
The Municipality/Sponsor shall not discriminate on the basis of race, color, national origin, or sex in the award and
performance of any United States Department of Transportation(USDOT)-assisted contract or in the administration of its
Disadvantaged Business Enterprise(DBE)program or the requirements of 49 CFR Part 26.The Municipality/Sponsor shall
take all necessary and reasonable steps under 49 CFR Part 26 to ensure nondiscrimination in the award and administration of
the United States Department of Transportation-assisted contracts.The NewYork State Department of Transportation's DBE
program,as required by 49 CFR Part 26 and as approvedby the United States Department of Transportation,is incorporated
by reference in this agreement.Implementation of this program is a legal obligation and failure to carry out its terms shall be
treated as a violation of this agreement.Upon notification to the recipient of its failure to carry out its approved program,the
USDOT may impose sanctions as provided for under part 26 and may,in appropriate cases,refer the matter for enforcement
under 18 U.S.C. 1001 and/or the Program Fraud Civil Remedies Act of 1986(31 U.S.C. 3801 et seq.).
FEDERAL SINGLE AUDIT REQUIREMFIVTS
Non-Federal entities that expend$500,000or more in a year in Federal awards from all sources are required to comply
with the Federal Single Audit Act provisions contained in U.S. Office of Management and Budget(OMB)Circular No.
A-133,"Audits of States,Local Governments,andNon-Profit Organizations". Non-Federal entities that expend Federal
awards from a single source may provide a program specific audit, as defined in the Circular. Non-Federal entities that
expend less than$500,000 in a year in Federal awards from all sources are exempt from Federal audit requirements for
that year,except as noted in Sec.215(a)of OMB Circular A-133 Subpart B--Audits,records must be available for review
or audit by appropriate officials of the cognizant Federal agency 1 the New York State Department of Transportation,the
New York State Comptroller=s Office and the U.S.Governmental Accountability Office(GAO).
Non-Federal entities are required to submit a copy of all audits, as described above,within 30 days of issuance of audit
report,but no later than 9 months after the end of the entity's fiscal year, to the New York State Department of
Transportation,Contract Audit Bureau,50 Wolf Road,Albany,NY 12232. Unless a time extension has been granted by
the cognizant Federal Agency andhasbeen filed with the NewYork State Department ofTransportation's Contract Audi
Bureau, failure to comply with the requirements of OMB Circular A-133 may result in suspension or termination of
Federal award payments.
THE CATALOG OF FEDERAL DOMESTIC ASSITANCE
The Catalog of Federal Domestic Assistance(CFDA2),is an on-line database of all Federally-aided programs available
to State and local governments(including the District of Columbia); Federally recognized Indian tribal governments;
Territories(and possessions) of the United States; domestic public, quasi-public, and private profit and nonprofit
organizations and institutions;specialized groups; and individuals.
THE CFDA IDFNTIFICATION NUMBER
OMB Circular A-133 requires all Federal-aid recipientsto identify and account for awards and expenditures by CFDA
Number. The Municipality/Sponsor is required to identify in its accounts all Federal awards received and expended,and
the Federal programs under which they were received. Federal program and award identification shall include, as
applicable, the CFDA title and number, award number and year, name of the Federal agency, and name of the
pass-through entity.
The most commonly used CFDA number for the Federal Aid Highway Planning and Construction program is
20.205.
Additional CFDA numbers for other transportation and non-transportation related programs are:
20.215 Highway Training and Education
20.219 Recreational Trails Program
20.XXX Highway Planning and Construction-Highways for LIFE;
20.XXX Surface Transportation Research and Development;
20.500 Federal Transit-Capital Investment Grants
20.505 Federal Transit-Metropolitan Planning Grants
20.507 Federal Transit-Formula Grants
20.509 Formula Grants for Other Than Urbanized Areas
20.600 State and Community Highway Safety
23.003 Appalachian Development Highway System
23.008 Appalachian Local Access Roads
PROMPT PAYMENT MECHANISMS
In accordance with 49 CFR 26.29,and NY State Finance Law 139-f or NY General Municipal Law 106-b(2) as
applicable:
(a) You must establish, as part of your DBE program, a contract clause to require prime contractors to pay
subcontractors for satisfactory performance oftheir contracts no later than 7 calendar days from receipt of each payment
you make to the prime contractor.
(b) You must ensure prompt and full payment of retainage from the prime contractor to the subcontractor within 7
calendar days after the subcontractor's work is satisfactorily completed.You must use one of the following methods to
comply with this requirement:
The designated cognizant agency for audit shall be the federal awarding agency that provides the predominant
amount of direct funding to a recipient unless OMB changes it.
2 w ww.cfda.clov/
(1)You may decline to hold retainage from prime contractors andprohibit prime contractors from holding retainage from
subcontractors.
(2)You may decline to hold retainage from prime contractors andrequire a contract clause obligating prime contractors to
make prompt andfull payment of any retainage kept by prime contractorto the subcontractor within 7 calendar days after the
subcontractor's work is satisfactorily completed-
(3)You may hold retainage from prime contractors andprovidc for prompt andregular incremental acceptances of portions
of the prime contract,pay retainage to prime contractors based on these acceptances,and require a contract clause obligating
the prime contractor to pay all retainage owed to the subcontractor for satisfactory completion of the accepted work within 7
calendar days after your payment to the prime contractor.
(c)For purposes of this section,a subcontractor's work is satisfactorily completed when all the tasks called for in the
subcontract have been accomplished and documented as required by the recipient.When a recipient has made an
incremental acceptance of portion of aprime contract,the%,ork of a subcontractor covered by that acceptance is deemed
to be satisfactorily completed.
(d)Your DBE program must provide appropriate means to enforce the requirements of this section.These means may
include appropriate penalties for failure to comply,the terms and conditions of Mich you set.Your program may also
provide that any delay or postponement of payment among the parties may take place only for good cause,with your
prior written approval.
(e)Youmay also establish,as part of your DBE program,any of the following additional mechanisms to ensure prompt
payment:
(1)A contract clause that requires prime contractors to include in their subcontracts language providingthat prime
contractors and subcontractors will use appropriate alternative dispute resolution mechanismsto resolve payment disputes.
You may specify the nature of such mechanisms.
(2)A contract clause providing that the prime contractor will not be reimbursed for work performed by subcontractors unless
and until the prime contractor ensures that the subcontractors are promptly paid for the work they have performed.
(3)Other mechanisms,consistent with this part and applicable state and local law, to ensure that DBEs and other contractors
are fully and promptly paid.
March 2013
APPENDIX C
SPECIAL EQUAL EMPLOYMENT OPPORTUNITY PROVISIONS
Specific Equal Employment Opportunity Responsibilities
1.GENERAL (a) Equal employment opportunity requirements not to discriminate and to take affirmative action to
assure equal employment opportunity,as required by Federal Executive Order 11246,Federal Executive Order 11375,
and NYS Executive Order 45,are set forth in required Contract Provisions(Form PR-1273 or 1316,as appropriate)and
those Special Provisions which are imposed pursuant to Section 140 of T itle 23,U.S.C.,as established by Section 22 of
the Federal-Aid Highway Act of 1968. Non-discrimination and affirmative action are also required by the State Labor
Law, Section 220-e,as amended, and the Regulations of the NYS Department of Transportation relative to federally-
assisted programs(Title 49,Code of Federal Regulations, Part 21 and Section 2 L5),including employment practices
Men the agreement covers a program set forth in Appendix B of the Regulations. The requirements set forth in these
Special Provisions shall constitute the specific affirmative action requirements for projects activities under this contract.
(b) The CONSULTANT will work with the STATE and the Federal Government in carrying out equal employment
opportunity obligations and in their review of their activities under this contract.
(c) The CONSULTANT and all their sub-consultants and/or sub-contractors holding sub-contracts of$10,000 or more
will comply with the following minimum specific requirements of equal employment opportunity: (The equal
employment opportunity requirements of Executive Order 11246,as set forth in Volume 6, Chapter 4, Section 1,
Subsection I of the Federal-Aid Highway Program Manual, are applicable to contractors and sub-contractors.) The
CONSULTANT will include these requirements in every sub-contract with such modification of language as is necessary
to make them binding on the sub-contractor.
2. EQUAL EMPLOYMENT OPPORTUNITY POLICY The CONSULTANT, their sub-consultant and/or sub-
contractor or any person actingon behalf of the CONSULTANT or sub-consultant and/or sub-contractor will accept as
their operatingpolicy the followingstatement which is designed to further the provision ofequal employment opportunity
to all persons without regard to their race,color,religion,sex,national origin,age,disability or marital status,and to
promote the full realization of equal employment opportunity through a positive continuing program. "It is the policy of
this Company to assure that applicants are employed,and that employees are treated during employment,or during
consideration for employment,without regard to their race,religion, sex, or color,national origin, age, disability or
marital status. Such non-discriminatory action shall include, but not be limited to: employment,job assignment,
upgrading, demotion,or transfer;recruitment or recruitment advertising;layoff or termination;rates of pay or other forms
of compensation;and selection for training,including apprenticeship,pre-apprenticeship,and/or on-the-job training."
3.EQUAL EIVIPLOYMFNT OPPORTUNITY OFFICER The CONSULTANT will designate and make known to
the New York State Department of Transportation contracting officers an Equal Employment Opportunity Officer and
Minority Business Enterprise officer(hereinafter referred to as the EEO Officer and M.B.E.Officer)who will have the
responsibility for and must be capable of effectively administering and promoting an active equal employment
opportunity program andwho must be assigned adequate authority and responsibility to do so.
4. DISSEMINATION OF POLICY (a) All members of the CONSULTANT's staff who are authorized to hire,
supervise,promote,anddischarge employees,or who recommendsuch action,or who are substantially involvedin such
action,will be made fully cognizant of,andwill implement,the CONSULTANT's equal employment opportunity policy
and contractual responsibilities to provide equal employment opportunity in each grade and classification of employment.
To insure that the above agreement will be met,the following actions will be taken as a minimum:
(1) Periodic meetings of supervisory and personnel office employees will be conducted before the start of work and then
not less than once every six months,at which time the CONSULTANT's equal employment opportunity policy and its
implementation will be reviewed and explained. The meetings will be conducted by the EEO Officer or other
knowledgeable company official.
(2) All new supervisory (first level of supervision and above)or personnel office employees will be given a thorough
indoctrination by the EEO Officer or other knowledgeable company official covering all major aspects of the
CONSULTANT's equal employment opportunity obligations within thirty days followingtheir reporting for duty with the
CONSULT ANT.
(3) All personnel who are engaged in direct recruitment for the project will be instructed in the CONSULTANT's
procedures for locating and hiring minority group employees by the EEO Officer or appropriate company official
(Minority group referredto herein shall mean Black,Hispanic,Asian/Pacific Islander,American Indian/Alaskan.)
(b) In order to make the CONSULTANT's equal employment opportunity policy known to all employees,prospective
employees and potential sources or employees,i.e.,schools,employment agencies,labor unions(where appropriate),
college placement officers,etc.,the CONSULTANT will take the following actions:
(1) Notices and posters setting forth the CONSULTANT'S equal employment opportunity policy will be placed in areas
readily accessible to employees,applicants for employment and potential employees.
(2) The CONSULTANT's equal employment opportunity policy and the procedures to implement such policy will be
brought to the attention of employees by means of meetings,employee handbooks,or other appropriate means.
(c) In all solicitations either by competitive bidding or negotiation made by the CONSULTANT for work to be
performed under a sub-contract,including procurements of materials or equipment, each potential sub-contractor or
supplier shall be notified by the CONSULTANT of the CONSULTANT's obligations under this agreement and the
Regulations relative to non-discrimination.
5.RECRUITMENT (a) When advertising for employees,the CONSULTANT will include in all advertisements for
employees the notation: "An Equal Opportunity Employer." All such advertisements will be published in newspapers
or other publications having a large circulation among minority groups in the area from which the project work force
would normally be derived. These advertisements shall state that all qualified applicants will be afforded equal
employment opportunity without regardto race,religion,sex,color,national origin,age,disability or marital status.
(b) The CONSULTANT will, unless precluded by a valid bargaining agreement, conduct systematic and direct
recruitment through public and private employee referral sources likely to yield qualified minority group applicants
including, but not limitedto,State employment agencies,schools,colleges and minority group organizations. To meet
this requirement,the CONSULTANT's EEO Officer will identify sources of potential minority group employees and
establish with such identified sources procedures whereby minority group applicants may be referred to the
CONSULTANT for employment consideration.In the event the CONSULTANT has a valid bargaining agreement
providing for exclusive hiringhall referrals,the CONSULTANT is expectedto observe the provisions of that agreement
to the extent that the system permits the CONSULTANT's compliance with equal employment opportunity contract
provisions. (The U.S. Department of Laborhasheld that Mere implementation of such agreementshave the effect of
discriminating against minorities or women, or obligates the CONSULTANT to do the same, such implementation
violates Executive Order 11246.
(c) The CONSULTANT will encourage present employees to refer minority group applicants for employment by
posting appropriate notices or bulletins in areas accessible to all such employees. In addition,information andprocedures
with regard to referring minority group applicants will be discussed with employees.
6.PERSONNEL ACTIONS Wages,working conditions,and employee benefits shall be established and administered,
and personnel actions of every type,including hiring,upgrading, promotion,transfer,demotion,layoff,andtermination,
shall be taken without regardto race,color,religion,sex,national origin,age,disability or marital status. The following
procedures shall be followed:
(a) The CONSULTANT will conduct periodic inspections of project sites to insure that working conditions and
employee facilities do not indicate discriminatory treatment of project site personnel.
(b) The CONSULTANT will periodically evaluate the spreadof wages paid within each classification to determine any
evidence of discriminatory practices.
(c) The CONSULTANT will periodically review selected personnel actions in depth to determine whether there is
evidence of discrimination. Where evidence is found,the CONSULTANT will promptly take corrective action If the
review indicated that the discrimination may extend beyond the actions reviewed,such corrective action shall includz
all affected persons.
(d) The CONSULTANT will promptly investigate all complaints of alleged discrimination made in connection with
obligations under this agreement,will attempt to resolve such complaints,and will take appropriate corrective action
within 15 days. All subsequent corrective actions or decisions will also be documented and forwarded to the NYS
Department of Transportation Compliance Officer within 7 days after such action has taken place. If the investigation
indicates that the discrimination may affectpersons otherthanthe complainant,such corrective action shall include such
other persons. Upon completion of each investigation,the CONSULTANT will inform every complainant of the results
and all of their avenues of appeal should the complaint be denied.
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7.TRAINING AND PROMOTION (a) The CONSULTANT will assist in locating,qualifying and increasing the
skills of minority group andwomen employees,and applicants for employment.
(b) Consistent with the CONSULTANT's work force requirements and as permissible under the Federal and State
regulations,the CONSULTANT shall make full use of training programs;i.e.,apprenticeship and on-the-job training
programs for the geographical area of contract performance. In the event the Training Special Provision is provided
under this contract,this subparagraph is superseded thereby.
c) The CONSULTANT will advise employees and applicants for employment of available training programs and
entrance requirements for each.
(d) The CONSULTANT will periodically review the training and promotion potential of minority group and women
employees and will encourage eligible employees to apply for such training and promotion.
&UNIONS If the CONSULTANT relies in whole or in part upon unions as a source of employees,the CONSULTANT
will use their best effort to obtain the cooperation of such unions to increase opportunities for minority groups and
women within the unions, and, to effect referrals by such unions of minority and female employees. The
CONSULTANT will send to each labor union or representative of workers with which he has or is bound by a collective
bargaining or other agreement orunderstanding,anotice to be providedby the State Division of Human Rights,advising
such labor union or representative ofthe CONSULTANT's compliance and with the non-discrimination clauses. Actions
by the CONSULTANT, either directly or through a CONSULTANT's association acting as agent,will include the
procedures set forth below.
(a) The CONSULTANT will use their best effortsto develop,in cooperation with the unions,joint training pro grams
aimed toward qualifying more minority group members and women for membership in the unions and increasing the
skills of minority group employees andwomen so that they may qualify for higher paying employment.
(b) The CONSULTANT will use their best efforts to incorporate an equal employment opportunity clause into each
union agreement to the end that such union will be contractually bound to refer applicants without regard to their race,
color,religion,sex,national origin,age,disability or marital status.
(c) The CONSULTANT is to obtain information as to the referral practices andpolicies of the labor union except that
to the extent such information is within the exclusive possession of the labor union,and such labor union refuses to
furnish such information to the CONSULTANT. The CONSULTANT shall so certify to the STATE andshall set forth
what efforts have been made to obtain such information. Further,if the CONSULTANT was directed to do so by the
contracting agency as part of the bid or negotiations of this contract,the CONSULTANT shall request such labor union
or representative to furnish him with a written statement that such labor union or representative accepts the non-
discrimination clauses and will affirmatively cooperate,within the limits of its legal and contractual authority,it the
implementation of the policy and provisions of these non-discrimination clauses or that it consents and agrees that
recruitment,employment and the terms and conditions of employment under this contract shall be in accordance with
the purposes and provisions of these non-discrimination clauses, If such labor union or representative fails or refuses to
comply with such a request that it furnish such a statement,the CONSULTANT shall promptly notify the State Division
of Human Rights and set forth what efforts have been made to obtain such information.
(d) In the event the union is unable to provide the CONSULTANT with a reasonable flow of minority and women
referrals within the time limit set forth in the collective bargaining agreement, the CONSULTANT will, through
independent recruitment efforts,fill the employment vacancies without regard to race, color,religion, sex, national
origin,age,disability or marital status,making full efforts to obtain qualified and/or qualifiable minority group persons
and women. (The U.S. Department of Labor has held that it shall be no excuse that the union with Mich the
CONSULTANT has a collective bargaining agreement providing for exclusive referral failed to refer minority
employees.) In the event the union referral practice prevents the CONSULTANT from meeting the obligations pursuant
to Executive Order 11246,as amended,andthese special provisions,such CONSULTANT shall immediately notify the
New York State Department of Transportation.
9. AFFIRMATIVE ACTION IN SUBCONTRACTING (a) The CONSULTANT will not discriminate on the
grounds ofrace,religion,sex,color,national origin,age,disability or marital status in the selection of subcontractors,
including procurements and leases of equipment.
(b) If the CONSULT ANT determines to use a subcontractor as part of this agreement,affirmative action shall betaken
to increase the participation of minority business firms in that work. As part of that affirmative action, the
CONSULTANT will identify and contact minority business firms and solicit proposals for the work to be subcontracted
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The STATE will provide a list of names of minority business firms to the CONSULTANT. Another source that should
be contacted for a list of minority business firms is the Governor's Office of Minority&W omen's Business Development
(GOMWBD).
(c) The CONSULTANT will document the affirmative action steps taken to comply with paragraph 9b. Such
documentation will be provided at the time or submittal of a formal proposal to the State's Contracts Bureau.
(d) By execution of this agreement,the CONSULTANT certifies that the affirmative action steps in 9a,9b&9c above
were taken when soliciting proposals for the work in this agreement indicated to be subcontracted and that these steps
will be taken should any work be subcontracted in the future.
(e) The CONSULTANT will insure binding subcontractor and vendor compliance with their EEO obligations. The
CONSULTANT will take such actions in enforcing such provisions of such subcontract or purchase order as the
contracting agency may direct,including sanctions or remedies for non-compliance. If the CONSULTANT becomes
involved in or is threatenedwith litigation with a subcontractoror a vendor as a result of such direction by the contracting
agency,the CONSULTANT shall promptly so notify the Attorney General,requesting him to intervene andprotect the
interest of the State of New York.
10. RECORDS AND REPORTS (a) The CONSULTANT will keep such records as are necessary to determine
compliance with the CONSULTANT's equal employment opportunity obligations. The records kept by the
CONSULTANT will be designed to indicate:
(1) The number of minority and non-minority group members and women employed in each work classification on the
project,where required by the NYS D.O.T Compliance Officer.
(2) The progress and efforts being made in cooperation with unions to increase employment opportunities for minorities
and women(applicable only to CONSULT ANT S who rely in whole or in part on unions as a source of their work force).
(3) The progress and efforts being made in locating,hiring, training, qualifying, and upgrading minority and female
employees.
(4) The progress and efforts being made in securing the services of minority group subcontractors or subcontractors with
meaningful minority and female representation among their employees.
(5) Compliance with all other requirements in these provisions such as meetings,instructions,employment efforts,etc.
(b) The CONSULTANT will comply with Sections 291-299 of the Executive Law and Civil Rights Law and will
provide all information andreportsrequired by the Regulations, or orders and instructions issued pursuant thereto,and
will permit access to its books,records,accounts other sources of information,and its facilities as may be determined
by State or Federal officials to be pertinent to ascertain compliance with such Regulations, orders and instructions. All
such records must be retained for a perio d of three years following completion of the contract work and shall be available
at reasonable times and places for inspection by authorized representatives of the State and the Federal Highway
Administration.
(c) Failure to comply with these Special EEO Provisions maybe considered unsatisfactory performance and may subject
the agreement to termination under the termination article of this agreement. Non-compliance may result in the
CONSULTANT's being declared ineligible for future agreements made by or on behalf of the STATE or a public
authority or agency of the STATE,until he satisfies the State Commissioner of Human Rights that he has established
and is carrying out a program in conformity with the provisions of these non-discrimination clauses. Such finding shall
be made by the State Commissioner of Human Rights after conciliation efforts by the State Division of Human Rights
have failed to achieve compliance with these non-discrimination clauses and after a verified complaint has been filed
with the State Division of Human Rights,notice thereof has been given to the CONSULTANT and an opportunityhas
been afforded them to be heard publicly before the State Commissioner of Human Rights or official designee. Such
sanctions may be imposed and remedies invoked independently of or in addition to sanctions and remedies otherwise
provided for by law. These may include, but are not limitedto:
(1) withholding ofpaymentsto the CONSULTANT under the agreement until the CONSULTANT complies, and/or
(2) cancellation,termination or suspensions of the agreement in whole or in part.
11.TRAINING SPECIAL PROVISIONS This Training Special Provision supersedes paragraph 7.b above and is in
implementation of 23 CFRSubpart A,Section 230.111&Executive Order 11246.
As part of the CONSULTANT's equal employment opportunity affirmative action program training shall be provided
as follows:
The CONSULTANT shall provide on-the-job training aimed at developing full competence in the job classification
involved.
The number of months of training to be provided under these special provisions is previously stated in this Agreement.
In the event that the CONSULTANT subcontracts a portion of the contract work,it shall be determined how many,if
any,of the trainees are to be trained by the subcontractor,provided however,that the CONSULT ANT shall retain the
primary responsibility for meeting the training requirements imposed by this special provision. The CONSULTANT
shall also insure that this training special provision is made applicable to such subcontract.
The number of trainees shall be distributed amongthe work classifications on the basis of the CONSULTANT's needs.
Along with their proposal,the CONSULTANT shall submit to the New York State Department of Transportation for
approval the proposed number of trainees to be trained in each selected classification,their estimated salaries and a
training schedule. The salaries to be paid trainees shall not be less that 75 percent of the average hourly rate approved
in the agreement for the classification to be trained. During the period from the beginning of the project to its completion,
the trainee shall receive reasonable salary increases commensurate to the abilities and effort exertedby the trainee. The
training schedule required should indicate the start of work and appropriate incremental salary steps in accord with the
above.
Training and upgrading the proficiency of minorities and women is a primary objective of this Training Special
Provision. Accordingly,the CONSULTANT shall make every effort to enroll minority trainees and women(e.g.,by
conducting systematic and direct recruitment through public and private sources likely to yield minority and women
trainees)to the extent that such persons are available within a reasonable area of recruitment. The CONSULTANT will
be responsible for demonstrating the steps that have been taken in pursuance thereof,prior to a determination as to
whether the CONSULTANT is in compliance with this Training Special Provision. This training commitment is not
intended,and shall not be used, to discriminate against any applicant for training,whether amember of aminority group
or not.
No employee shall be employed as a trainee in any classification in which they have successfully completed training
program or in a classification in which they have been employed. T he CONSULT ANT should satisfy this requirement
by including appropriate questions in the employee application or by other suitable means. Regardless of the method
used, the CONSULTANT's records should document the findings in each case.
The minimum length andtype of training for each classification will be as established in the training schedule developed
by the CONSULTANT and approved by the State and Federal Highway Administration. The State and the Federal
Highway Administration shall approve a program if it reasonably calculated to meet the equal employment opportunity
obligations of the CONSULTANT andto assist in qualifying the average trainee toward proficiency in the classification
concerned by the end of the training period Approval of a training program shall be obtained from the State prior to
commencing work on the classification covered by the program. Training is permissible in lower level management
positions. Some offsite training is permissible as long as the training is an integral part ofan approved training pro gam
and does not comprise a significant part of the overall training.
The CONSULTANT will be reimbursed for the cost of any and all training under the payment terms of this agreement.
This can include offsite training cost as discussed above. All offsite trainingmust be defined in the training schedule.
All costs claimed or calculated for trainingmust be directly related to the work defined in the scope of this agreement
and/or added by supplemental agreement.
The CONSULTANT must demonstrate their best efforts and evidence good faith in hiring trainees for positions in the
classification in which they have comp let edtraining.
The CONSULTANT shall furnish the trainee a copy of the program they will followin the training. The CONSULTANT
shall provide each trainee with a certification showingthe type andlength of training satisfactorily completed.
The CONSULTANT will provide for the maintenance of records and furnish periodic reports documenting their
performance under this Training Special Provision,
Updated December 2012
EXHIBIT A
State Consultant Services Contractor's Annual Emplo ent Report
FORM B Oscuse
Only:
Reporting Code:
Category Code:
State Consultant Services
Contractor's Annual Employment Report
Report Period:April 1, to March 31,
Contracting State Agency Name: Transportation Agency Code: 3900283
Contract Number: C031105
Contract Term: July 1, 2013 to June 30, 2018
Contractor Name: New York State Energy Research& Development Authority
Contractor Address: 17 Columbia Circle, Albany, New York 12203-6399
Description of Services Being Provided: NYSDOTlNYSERDA Research Partnership
Agreement
Scope of Contract(Choose one that best fits):
Analysis ❑ Evaluation ❑ Research ® Training ❑
Data Processing ❑ Computer Programming ❑ Other IT consulting ❑
Engineering ElArchitect Services ❑ Surveying ❑ Environmental
Services
Health Services ❑ Mental Health
Services ❑
Accounting ❑ Auditing ❑ Paralegal ❑ Legal ❑ Other Consulting ❑
O`NET Employment Category Number Numberof Numberof Amount
and O`NET Job Title Employees Hours Worked Payable Under
the Contract
Total this page 01 0 $ 0.00
Grand Total
Name of person who prepared this report:
Preparer's Signature:
Title: Phone#:
Date Prepared: / /
Use additional pages if necessary) Page of
CONTRACT NO. C031105
NYSDOT/NYSERDA RESEARCH PARTNERSHIP AGREEMENT
SCHEDULE A
SCOPE OF SERVICES
L INTRODUCTION
Under Comptroller's Contract Numbers C012668 and C030749, the New York State
Department of Transportation (the "Department") has maintained a longstanding
contractual relationship with the New York State Energy and Research Development
Authority ("NYSERDA")that has enabled the joint funding of transportation research and
demonstration projects. C012668 was structured as a five-year agreement with a three-
year extension and expired in February 2009. C030749 was structured as a three year
agreement and expired on December 31, 2012.
This Agreement establishes a follow-on contractual relationship for a period of seven years
between the Department and NYSERDA to pool a portion of their research funds in order
to conduct mutually beneficial transportation research and demonstration projects. In all
cases, the parties conducting the research or performing the demonstration will be
competitively selected following NYSERDA's approved procedures.
II.PARTNERSHIP OBJECTIVES AND SCOPE
Partnership Objectives
The purpose of the partnership is to leverage limited funding streams to conduct mutually
beneficial transportation research and demonstration projects and maximize the benefits
achieved by the funded research. This partnership is expected to develop effective ways
to preserve and maintain the State's existing multi-modal transportation system and assets;
improve overall transportation system integration, energy efficiency and economics;
advance livability and sustainability; and foster better interaction and technology transfer
within the research community.
Working in partnership allows NYSERDA to learn of the near and long term needs of the
Department. The insights gained by NYSERDA in working with numerous Department
Program Managers will be lost without a new contract that continues the partnership. The
Department benefits by being able to join re search projects selected by NYSERDA through
its normal transportation research program. The insights gained in being part of the
research helps the Department develop policies, procedures and otherwise implement the
research results.
Without the ability to pool funds for a common purpose, the New York State transportation
research conducted will be independent at best and uncoordinated at worst. Opportunities
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to link research to the practical needs of the Department and to provide researchers with
access to information and transportation infrastructure will be hindered. The ability of
Department staff to guide cutting edge research and improve its applicability for
implementation will also be diminished.
Partnership Scope
An annual transportation research and demonstration solicitation shall be developed jointly
with the Department and issued by NYSERDA. The solicitation shall be broadly
structured to attract proposals with the highest potential of improving the energy efficiency
of the existing multi-modal transportation system in New York State. Additionally, the
following activities shall be accomplished to support the development and administration
of the joint research program.
Task 1. Solicitation Development
Working closely with Department staff,NYSERDA shall draft an annual solicitation to
attract cost-shared proposals that support the research and demonstration of cutting edge
transportation technologies in New York State. The solicitation shall follow NYSERDA's
approved procurement practices and clearly identify program and proposal requirements,
as well as evaluation criteria and benefits sought.
Task 2. Solicitation Administration
Upon development of the joint solicitation and with close collaboration from Department
staff,NYSERDA shall follow approved procurement practices to perform the following:
➢ issue the Solicitation with appropriate web postings and through listing in the NYS
Contract Reporter;
➢ widely advertise and market the Solicitation through targeted mailings, as well as web-
based distribution via relevant electronic newsletters;
➢ receive the ensuing proposals maintaining chain of custody and confidentiality;
➢ establish a Technical Evaluation Panel (TEP) and distribute the proposals and evaluation
materials;
➢ conduct a TEP meeting to jointly score and rank the proposals;
➢ thoroughly document the evaluation process and the findings of the TEP;
➢ allocate available funding in line with the TEP findings; and
➢ issue letters to the proposers informing them of the solicitation results.
Task 3. Contract Management
Upon completion of the solicitation process and with close collaboration from Department
staff,NYSERDA shall follow approved procurement practices to perform the following:
➢ negotiate a final Statement of Work, Schedule and Budget with each funded proposer,
incorporating any recommendations of the TEP;
➢ execute a contract between NYSERDA and the funded proposer;
➢ establish a Department co-manager for each funded project;
➢ conduct site visits, receive and review progress reports and invoices;
➢ identify potential problems and initiate appropriate action;
➢ provide technical and business related value-added to projects;
➢ pay approved invoices within NYSERDA's Prompt Pay 30-day window;
➢ invoice the Department quarterly for a prorated portion of the paid invoices; and
➢ receive, review and approve Final Reports and provide them to Department staff.
Partnership Schedule
Services shall be provided over a seven year period of performance. The Term of this
Agreement shall be five years(60 months) for the co-funding of joint solicitations with two
additional years (24 months) to complete projects initiated during the first five years with
no new solicitations issued under this Agreement after the initial 60 month term has
expired.
Partnership Budget
Each solicitation is planned for up to $3,000,000 with the Department's annual
commitment being planned not-to-exceed $2,000,000 and NYSERDA's annual
commitment being planned at 50% of the Department's funding not-to-exceed $1,000,000.
All funding shall be subject to the continued availability and authorization of federal, state
and third party funds for this purpose. The Department makes no guarantee that all or any
of the identified funds will be spent.
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CONTRACT NO.C031105
NYSDOT/NYSERDA RESEARCH PARTNERSHIP AGREEMENT
SCHEDULE B
BUDGET
SFY 2013/2014............................ $2,000,000
SFY 2014/2015............................ $2,000,000
SFY 2015/2016............................ $2,000,000
SFY 2016/2017............................ $2,000,000
SFY 2017/2018.. $2,000,000
..........................
Total Budget................................$10,000,000
NOTE: Funds programmed before the expiration of the contract
term on June 30, 2018, have two additional years to be
expended. No new funds may be programmed or added to the
contract after the contract expiration date on June 30, 2018,
unless the Active Term is extended by a Supplemental
Agreement.
Exhibit G (5126120)
ADDITIONAL COVID-19 TERMS AND CONDITIONS
FOR ALL NYSERDA AGREEMENTS
In response to the ongoing COVID-19 pandemic, beginning in March 2020, Governor Cuomo
issued a series of Executive Orders addressing various categories of business activities,
including, but not limited to, construction, manufacturing, administrative, and professional
services. In addition, Empire State Development (ESD) was authorized to develop Guidance.for
Determining Whether a Business Enterprise is Subject to a Workforce Reduction Under Recent
Executive Orders.Although much of NYSERDA's clean energy efforts involve construction
activity, NYSERDA engages in many other activities that are affected by State COVID-19
directives and requirements.
The State has also established a series of metrics required to begin a phased reopening plan. The
phase-in plan prioritizes businesses considered to have a greater economic impact and inherently
low risks of infection for the workers and customers, followed by other businesses considered to
have less economic impact, and those that present a higher risk of infection spread.3 Pursuant to
Executive Order 202.31 and "NY Forward," New York will reopen on a regional basis as each
region meets the criteria necessary to protect public health.
For New York State regions and approved activities that have been deemed reopened pursuant to
the State's Regional Monitoring Dashboard, and in light of the paramount importance placed on
health and safety at this time, NYSERDA hereby directs and requires that NYSERDA
contractors performing clean energy activity pursuant to a NYSERDA contract or program to
comply with all Executive Orders addressing the COVID-19 pandemic, and in all events,
NYSERDA contractors are expected to continue to comply with all relevant State, federal and
local rules. All contractors are also accountable for staying current with any updates to these
requirements. COVID-19 related guidance and references can be found on NYSERDA's
website at:haW/www.nyserda.ny.gov/m/COVID-19-Response. and is hereby deemed
incorporated herein. as may be updated from time to time.
Phase I of reopening does include all construction activity. All NYSERDA contractors
specifically engaging in construction activity are required to, without limitation, adhere to and
attest to the New York State Department of Health (NYS DOH)Interim Guidance for
Construction Activities During the COVID-19 Public Health Emergencyprior to commencing
work on NYSERDA clean energy construction projects. The attestation is embedded within the
3 In accordance with ESD's current EssentialBusiness Guidanceand subjectto allrelevant health and safety
requirements,NYSERDA is hereby allowing its contractors performing program work pursuant to a NYSERDA
contractor programto undertake the following activities on a Statewide basis:
electric powergeneration andstorage-related development,construction,operationor
maintenance,except with respect to new s olarprojects on residential sites(which residential
projects mustcontinueto followthe regional reopening);
electric vehicle(EV)charging station installation,operation and maintenance at commercial and
government sites;and
activity by a single workerwho is the sole worker on a project site.
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Guidance Document and NYSERDA advises that contractors maintain a copy of such attestation
for their records. Also, as included in the NYS DOH Construction Guidance, for all contractors
performing construction activities, completed safety plans must be conspicuously posted on a
project site. The State has provided a template to assist in developing Business Safety Plans,
which is available through the NY Forward website as well as NYSERDA's COVID-19
webpage. While these plans are not required to be submitted to NYSERDA or a State agency for
approval, they must be retained on the premises of the business or construction site and must
made available to the NYS DOH or local health or safety authorities in the event of an
inspection.
In accordance with Executive Order 202.31, business activities may only commence for New
York State regions that have been deemed reopened and is limited to only those activities
approved for reopening. For state regions and activities that remain on PAUSE,or for reopened
areas that revert back to PAUSE,NYSERDA continues to direct a pause in work until that
region is re-opened for all NYSERDA contractors performing program activity pursuant to a
NYSERDA contract or program, requiring in-person presence at a project site, that is not
explicitly permitted under State directives or guidance.
During this time of uncertainty, NYSERDA is committed to working collaboratively with its
Contractors to address contractual obligations when performance under the contract may be
suspended or delayed due to COVID-19-related limitations in business activity that are beyond
the reasonable control of either NYSERDA or the Contractor.
NYSERDA takes health and safety issues of its contractors and program participants very
seriously and will strictly enforce compliance with Executive Order 202.31, and any relevant
subsequent Executive Orders,and this guidance, as well as existing contractual obligations that
require NYSERDA's contractors to comply with all general and special Federal, State,municipal
and local laws, ordinances and regulations that may in any way affect the performance of
agreements executed with NYSERDA.Accordingly, non-compliance may give rise to
disciplinary action, which may include, without limitation:
- orders to stop work;
- immediate termination of the Agreement;
- a determination of ineligibility to participate in one or more NYSERDA program
efforts, on either a temporary or permanent basis;
- reporting of non-compliant activity to enforcement authorities, including but not
limited to the NY Forward online complaint submission form, which will result in
investigation and, if credible, enforcement.
This guidance supersedes all previously issued guidance and shall be deemed to modify any
applicable provisions in any NYSERDA contract,program rule,guideline,manual,
solicitation or other applicable document or agreement.