ERIE COUNTY MEDICAL CENTER CORPORATION

REQUEST FOR PROPOSALS

OUTSIDE LEGAL/ATTORNEY SERVICES

ISSUE DATE: December 10, 2025

RFP # 202523

The deadline for submission of proposals is Thursday, January 15, 2026, 11:00 a.m. EST.

Submissions will only be accepted electronically through ECMCC’s Procurement Portal at https://ecmc.bonfirehub.com/.

In accordance with State Finance Law Sections 139-j and 139-k, the designated contact for this RFP is listed below. All questions regarding this RFP must be submitted in writing through ECMCC’s

Procurement Portal at https://ecmc.bonfirehub.com/ within the timeframes set forth in the RFP

Schedule located at Section 3 of this RFP.

LATE, EMAILED OR INCOMPLETE PROPOSALS MAY BE REJECTED

Designated contact: Chelsea Kiebzak RFP/IFB Coordinator

PRE-PROPOSAL CONFERENCE CALL:

Tuesday, December 16, 2025, AT 10:00 A.M. EST

VIA MICROSOFT TEAMS Phone Conference +1 631-492-9049

Phone Conference ID: 908 749 290# https://ecmc.bonfirehub.com/

1. BACKGROUND

Erie County Medical Center Corporation (“ECMCC”), located in Buffalo, New York, is a public benefit corporation created by state law on July 22, 2003, having previously operated as a department of the County of Erie, New York.

ECMCC has an advanced academic medical center consisting of 573 inpatient beds, as well as a

Center for Oncology Care, a Regional Center of Excellence for Transplantation and Kidney Care, a Regional Center of Excellence for Behavioral Health, numerous on- and off-campus primary care and family health centers, more than thirty outpatient specialty care services, and the Terrace View

Long-Term Care Facility, consisting of 390 beds.

In addition, ECMCC is a verified Level 1 Adult Trauma Center by the American College of

Surgeons, designated a Level 1 Adult Trauma Center by the NYS Department of Health, and is a regional center for burn care, behavioral health services, transplantation, medical oncology and head & neck cancer care, and rehabilitation. Finally, ECMCC is also affiliated with the Great Lakes

Health System of Western New York and is a major teaching facility for the University at Buffalo.

2. RESERVATION OF RIGHTS. ECMCC reserves the rights to:

2.1 Reject any and all proposals submitted in response to this Request for Proposals (“RFP”);

2.2 Disqualify any respondent whose conduct or proposal fails to conform to the requirements of this RFP;

2.3 Withdraw or terminate this RFP at any time at its sole discretion;

2.4 Prior to submission of proposals to amend the RFP specifications to correct errors or oversights, or to supply additional information as it becomes available;

2.5 Change any of the scheduled dates;

2.6 Waive any requirements that are not material;

2.7 Waive any non-conformity with the requirements of this RFP;

2.8 Terminate this RFP process at any time;

2.9 Seek clarification from a respondent at any time throughout the RFP process for the purpose of resolving ambiguities or questioning information presented in proposals;

2.10 Award the contract in whole or in part and/or apportion the award among one or more respondents;

2.11 Negotiate final terms with the successful respondent(s);

2.12 Conduct contract negotiations with the next responsible bidder, should ECMCC be unsuccessful in negotiating with the selected bidder;

2.13 Prepare a list of finalists based on initial proposal evaluations, request that finalists present in-person or telecommunicated presentations to ECMCC, and allocate additional points based on these presentations;

2.14 Extend the term of any resulting contract for the items or services described herein for additional lengths of time at its discretion;

2.15 Add additional similar products or services to any resulting agreement as they become available and meet ECMCC’s needs and

2.16 In the event that the selected vendor is unable to fulfill ECMCC’s request for the products/services, ECMCC reserves the right to choose another vendor through any compliant procurement means available to ECMCC.

3. RFP SCHEDULE:

RFP Issued: Wednesday, December 10, 2025

Pre-Proposal Conference Call: Tuesday, December 16, 2025

Deadline for Questions to be submitted via Bonfire: Thursday, December 18, 2025

Responses issued via Bonfire: Tuesday, January 6, 2026

Proposals Due: Thursday, January 15, 2026

Contract Award: TBD

PRE-PROPOSAL CONFERENCE CALL:

A pre-proposal conference call is scheduled for Tuesday, December 16, 2025, at 10:00 A.M. EST.

This conference call can be accessed by (audio only) dialing +1 631-492-9049, Conference ID: 908

749 290# or Join the meeting now . The purpose of this call is to provide an overview of the RFP the Workforce Utilization requirements and permit respondents an opportunity to ask general RFP policy and procedures questions. Any content-specific questions however must be submitted in writing by Thursday, December 18, 2025, via ECMCC’s Procurement Portal at https://ecmc.bonfirehub.com/.

4. SCOPE OF SERVICES/SPECIFICATIONS:

Outside counsel selected to perform legal services for ECMCC will be subject to supervisory oversight by ECMCC’s Office of General Counsel. Preference will be given to those submittals demonstrating extensive experience in the applicable areas and involving public entities such as public benefit corporations, municipal corporations, and public authorities. The successful respondent(s) shall possess sufficient resources, including attorneys, paralegals and administrative office staff, to ensure that the demands for ECMCC’s legal needs will be met on a timely basis.

It is the responsibility of the respondent to inquire about and clarify any aspect of the RFP that is not understood. Pursuant to New York, State Finance Law § 139-j, questions and requests for clarification must be directed in writing to the designated contact listed on the cover page of this

RFP.

ECMCC expects to select one or more law firms to provide legal counsel and services to ECMCC and its subsidiaries and other affiliated legal entities on an as-needed basis. Firms shall remain engaged for a period of no less than five (5) years from the date of selection, and in the discretion of ECMCC, may remain engaged thereafter. ECMCC reserves the right to award to multiple firms based on such firms’ specialties of law, or to apportion work and matters among multiple firms at its discretion. ECMCC also retains the right to terminate its engagement with any firm at any time.

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ECMCC may award both a “primary” and “secondary” law firm for each area to allow for an alternate in the event of conflict or if ECMCC otherwise deems, in its sole discretion, that the primary firm is not qualified to represent ECMCC in a specific matter, or otherwise wishes to no longer engage with the primary firm for any reason, including performance. Respondents should note that award of an engagement under this RFP is not a guarantee of work; ECMCC may not have regular need for work in certain areas or may determine it is in its best interest to keep certain legal services in-house in its sole discretion.

ECMCC shall not be liable for any expenses incurred in the preparation of and/or presentation of law firm responses, including in the event that the RFP is withdrawn by ECMCC for any reason.

The Review Process:

• ECMCC reserves the right to conduct telephone or other interviews and make such inquiries as ECMCC determines to be appropriate. The review process will focus on the capabilities and experience of each firm as it relates to each specific area of service, as well as the anticipated cost of legal services and disbursements. ECMCC intends to choose law firms whose qualifications will be most advantageous to ECMCC based on the criteria set forth in this RFP.

Acceptance/Rejection:

• ECMCC reserves the right to accept or reject any or all of the proposal(s) and to select the proposal(s) which, in the opinion of ECMCC, will be in ECMCC’s best interest. ECMCC also reserves the right to reject the response of any respondent that has previously failed in the proper performance of legal services on behalf of ECMCC. ECMCC specifically may choose other than the lowest cost proposals in order to provide the requisite services under the terms and conditions which, in ECMCC’s sole judgment, are deemed to be in the best interest of ECMCC.

• The issuance of this RFP constitutes only an invitation to present proposals. ECMCC reserves the right to determine, in its sole discretion, whether any aspect of the proposal satisfactorily meets the criteria established in the RFP.

ECMCC requires legal services in numerous areas, primarily:

4.1 General Civil Liability Defense Matters:

• Includes all types of tort/civil general liability litigation claims relating to general liability defense, and other civil litigation, including but not limited to claims such as violation of civil rights negligence and property claims.

• Must have the expertise to handle, including but not limited to, pre-suit notices of claims, investigations (including General Municipal Law §50-h examinations), depositions, pretrial proceedings (including motions to dismiss and/or motions for summary judgment, as appropriate), Article 78 proceedings, mediations, trial, and post-trial proceedings, and appeals.

• Must have the expertise to handle matters in both New York State and Federal courts.

4.2 Insurance Coverage and Related Insurance Matters:

• Includes all types of insurance coverage disputes and claims.

• Must have expertise in reviewing and interpreting insurance policies, including but not limited to general liability, property and casualty insurance, employment practices liability, cyber liability and excess/umbrella coverage.

• Must have the ability to represent ECMCC in coverage disputes with insurers, including declaratory judgment actions, mediation, arbitrations and related litigation and to handle bad faith insurance claims and disputes over the duty to defend and indemnify.

• Must have the ability to review affiliation agreements and contracts between

ECMCC and other entities and vendors and provide guidance and opinions to

ECMCC on its obligations to provide insurance coverage, issue disclaimers and reservation of rights for insurance coverage. It is expected that the law firm/attorneys would be able to draft such correspondence and/or suit papers for insurance, disclaimers and reservation of rights consistent with ECMCC being self-insured or having a limited self-insured retention.

4.3 Class Action Litigation:

• Includes all types of class action litigation (e.g. price fixing, deceptive pricing, product defects, billing, data breech etc.) that ECMCC would be qualified to participate in as either a direct plaintiff, or as a claimant, by virtue of its health care operations.

• Must have the ability to identify, present and assist ECMCC in filing actions or claims for any applicable class action matters.

• Must have the ability to work with ECMCC personnel and departments to gather and analyze data to determine if ECMCC is qualified to file a class action, as a lead plaintiff, or as a claimant. If so, the ability to process and interpret this data in order to file a claim on behalf of ECMCC is required.

• Must have the ability to file all types of class action claims on behalf of ECMCC, monitor case progress and provide periodic updates.

• Must have the ability to process claims and secure payment for ECMCC in class action litigation and related opportunities.

• Must have expertise to handle class action litigation.

4.4 Labor and Employment Law:

• Must have the ability to handle both state and federal employment matters and administrative proceedings involving claims such as discrimination, unlawful workplace harassment, retaliation, invasion of privacy and wage relations.

• Must have expertise in handling such claims and preparing needed submissions, such as notice of appearances, answers, pleadings, submissions on behalf of

ECMCC. Appearances before entities such as the New York State Division of

Human Rights, the Public Employee Relations Board.

4.5 Medical Malpractice Defense:

• Includes Medical malpractice defense and other related healthcare matters, including those involving regulatory entities such as the NY State Office of

Professional Misconduct (OPMC), the NY State Office of Professional Discipline

(OPD) and the NY State Justice Center (Justice Center).

• As part of related healthcare matters, this may also include representing ECMCC, and its employed physicians, lower level providers and employees, in a variety of proceedings, including, but not limited to, regulatory matters, medical related matters, litigation, as well as providing assistance with discovery-related proceedings, such as responding to non-party discovery requests, subpoenas, orders and depositions.

• Firms will be expected to provide representation in discovery and trial preparation matters directed to both the facility and its employed medical providers.

4.6 Corporate and Contracting Matters:

• Must have ability to provide legal counsel to ECMCC in all aspects of corporate formation, including appropriate vehicles for ECMCC needs and compliance with corporate practice of medicine requirements.

• Must have expertise in complex contract review and negotiating.

• Must have expertise in performing due diligence and providing counsel in various corporate transactions (i.e., mergers and acquisitions).

• Must have expertise in handling bankruptcy matters.

• Must have expertise in various federal and state tax law matters.

4.7 Health Care Compliance:

• Must have expertise to counsel ECMCC in its corporate compliance and privacy programs, including responding to regulatory audits (including but not limited to

Office of Civil Rights, CMS, and their designees) and cyber security issues. (Note this work does not include Medicare cost report appeals.)

• Must have expertise in complex regulatory interpretation issues, including HIPAA, the Stark Law and Antikickback Statute, Civil Monetary Penalties Law, and the like.

4.8 Guardianships/Health Care Proxy/Power of Attorney and Related Health Care Litigation:

• Must have the ability to assess patient medical records, provide guidance to

ECMCC and commence guardianship proceedings, including both Mental

Hygiene Article 81 and Surrogate’s Court 17-A proceedings.

• Must have the ability to prepare all necessary papers for guardianship proceedings, including the order to show cause, petition, notice of proceeding to interested parties, orders, commissions etc.

• It is expected that hearings/trials will be necessary for contested guardianship proceedings and there must be expertise in this area, including both physician and witness testimony for hearings/trials.

• Must have the ability to provide guidance on health care proxy and power of attorney documents and to commence the necessary litigation to contest validity and scope.

• Must have the ability to provide guidance and commence litigation, including but not limited to eviction for alternate level of care (ALC) patients with a safe discharge plan who are unwilling to leave ECMCC.

• Must have the ability to appear in Court on orders to show cause, motions, etc.

requesting patient medical records, including but not limited to medical, behavioral health, and substance abuse records and object to production of such records under applicable state and federal laws and regulations.

4.9 Collections:

• Able to assess and work with ECMCC to assess and provide guidance and recommended action on delinquent patient accounts.

• Must have the ability to track collection efforts and coordinate monthly meetings to discuss delinquent patient accounts and provide guidance as to available options for collection.

• Must have the ability to send notifications to the debtor and commence litigation for collection of medical debt and secure judgment in accordance with applicable laws and regulations.

• Must have the ability to record and docket judgments in the County Clerk’s office and commence post-judgement litigation to enforce and collect on judgments.

• Must have the ability to handle foreclosure and bankruptcy actions including filing a notice of appearance on behalf of ECMCC, and to monitor proceedings and take any necessary action to protect ECMCC and its judgement.

• Must have the ability to search Surrogates Courts for open estates and file notices of claims, and ancillary litigation, against deceased patient estates for outstanding medical debt.

• Must have ability to petition Surrogate’s Court for the appointment of the public administrator to act on behalf of an estate for collection related activity such as signing, Medicaid applications, no fault applications and other documents related to ECMCC collection efforts.

• Must have the ability to counsel and provide guidance to ECMCC on issues relating to Medicaid, including both short term and long term, and take appropriate actions such as commencing litigation and attending Fair Hearings, to qualify patients and residents for Medicaid coverage.

4.10 Mental Hygiene Proceedings and Related Litigation:

• Must have the ability to counsel and provide guidance to ECMCC on all matters, including but not limited to, the Mental Hygiene Law, Office of Mental Health, the Comprehensive Psychiatric Emergency Program (CPEP) and in-patient

Behavioral Health units.

• Must have expertise in the rules and regulations that apply to CPEP and Behavioral

Health units at ECMCC.

• Must have expertise and be able to provide guidance on legal holds and the applicable provisions of the Mental Hygiene Law.

• Must have the ability to draft and prepare all necessary paperwork for treatment over objection proceedings, mediation over objection proceedings, and discharge hearings involving ECMCC patients.

• It is expected that hearings/trials will be necessary for contested mental hygiene proceedings and there must be expertise in this area, including both physician and witness preparation and testimony.

• Must have the ability to assess viability of a minor remaining in CPEP beyond seventy-two (72) hours and available options for discharge and placement of the minor, including, but not limited to, a writ of habeus corpus petition, litigation, and to take such appropriate action depending on circumstances.

• Must have the ability to communicate and interact with the Court system, the

Department of Social Services, and various regulatory agencies, such as the Office for People with Developmental Disabilities (OPWDD) and the Justice Center.

4.11 Real Estate / Leasing / Environmental:

• Must have expertise to handle both complex commercial and simple real estate matters, including residential building purchases and closings.

• Must have expertise in lease negotiating and drafting.

• Must have expertise to respond to environmental matters surrounding ECMCC’s real estate properties.

4.12 Immigration:

• Must have expertise to advise ECMCC and potential employees in immigration matters, particularly as they relate to the recruitment, hiring, and retention of non-national physicians.

• Must have expertise to review agreements as necessary to ensure they include appropriate safeguards and language to address immigration rules, regulation or policy.

5. DELIVERABLES:

The successful respondents should generally be able to provide the following, in addition to those described in further detail in Section 4.

5.1 Provide legal advice, counsel, services, and consultation to ECMCC at the direction of

ECMCC on a wide variety of topics including those set forth in Section 4.

5.2 Answer requests for legal opinions, in writing and verbally. Prepare written legal opinions at the request of ECMCC. Availability to answer ECMCC staff questions by telephone, as directed by ECMCC management.

5.3 Appear before courts and administrative agencies to represent ECMCC’s interests.

5.4 Coordinate with other counsel, as directed, to assure proper management of legal issues, and proper coordination and transition of legal information among special counsel.

5.5 Prepare and review documents to ensure legal compliance.

5.6 Review and re-draft various ECMCC policies and agreements for legal correctness and acceptability.

5.7 Perform other legal services and tasks, as requested.

5.8 The following provisions will also apply:

• Timeliness of response and accessibility is an important aspect of this service.

Accessibility and responsiveness for the lead attorney of the selected firm(s) is of greatest importance, although these elements will also be considered in relation to other attorney(s) as well. Accessibility includes the ability to be generally available to attend meetings in person on short notice and the ability to be reached promptly by telephone, cell phone, or e-mail.

• Attorneys must be available by phone, cell phone, fax and e-mail.

• Service response is also of high importance. When ECMCC requests legal services, some estimated time of completion should be provided, and the requesting party should be kept apprised of any delays or special considerations.

• The service provider shall provide detailed itemized statements on a monthly basis in a format acceptable to ECMCC.

• Successful firms will be required to provide a certificate of insurance evidencing malpractice coverage with single occurrence limits of no less than five million dollars ($5,000,000).

6. PROPOSAL REQUIREMENTS:

Proposals must not exceed 20 pages in length and must include the following components:

6.1 Company Information:

• Legal name.

• Physical address.

• City, state, and ZIP code.

• Telephone and fax numbers.

• Company website.

6.2 Transmittal Letter:

• Each response shall be accompanied by a letter of transmittal not exceeding two

(2) pages which summarizes key points of the response, and which is signed by an officer or representative of the firm authorized to commit the firm’s resources.

This letter should also indicate the mailing address of the office from which the proposal is submitted, name of the individual who will represent the firm as the primary contact person for the proposal and the telephone numbers, email address and facsimile numbers of the primary contact person.

6.3 Description of Services:

• Provide a brief history of your firm, highlighting relevant experience and capabilities.

• Proposals should include a general plan of each firm’s methods of providing services, such as assignment of work, methods for handling cases, expert retention, case strategy, etc.

• Proposals must clearly state which practice area(s) they are responding to in the RFP response out of the twelve categories described in Section 4. For each area described to which the firm is responding to, the proposals must separately list the following:

o The firm’s relevant experience relating to the designated practice areas.

o The primary attorneys who would perform the work in each practice area.

o The number of actual years of experience of the individuals assigned to the work.

o Brief resumes of these individuals, including information about relevant education, experience and abilities.

o Note: All services must be performed by employees of the responding law firm absent an express disclosure in the proposal and an explanation of the reason for such arrangement and prior approval by ECMCC.

6.4 References:

• Identify three (3) professional references, ideally that operate in similar areas to

ECMCC, that ECMCC can contact with respect to the professional services and billing practices of the firm and the proposed attorneys assigned to the account.

For each reference, include, name, title, address and phone number.

6.5 Fees:

• For the individuals identified in Section 6.3, proposals must include a set of hourly rates in Excel format. Please also include billing rates for any non-attorney support staff.

• Please identify all disbursements the firm intends to charge in connection with its representation of ECMCC.

• You must commit to holding your rates firm for the first three (3) years of service following award, and your proposal should include, and will be evaluated on, any increase in rates following this period. No firm, including those located outside western New York, will be reimbursed for any time or out of pocket expenses associated with any travel to Buffalo, New York, to provide the services set forth in this RFP.

6.6 Conflicts:

• Respondents must identify any present or former clients that may present a conflict of interest in respondent’s representation of ECMCC, including, but not limited to, other health care systems, physician practice groups and individual physicians that the firm represents. The firm’s response to this Section 6 should not be limited to strict legal conflicts of interest but should include information relating to those firm clients that may be in a similar or related business. The proposal also should identify:

o Any individual client for whom the firm performs legal services who is currently or has previously been employed by ECMCC or any related affiliates (include the name, title, and department of such employee or officer).

o Any officer or employee of the firm who is currently or has previously been employed by ECMCC or any related affiliates (include the name, title, and department of such employee or officer).

o Any other individual or entity for which the firm has performed legal services or has/had an association with that may present a legal or business conflict of interest. Also, please describe the firm’s policies and procedures for handling conflicts of interest which may arise in the course of an engagement with ECMCC, and ECMCC’s rights under such circumstances.

7. REQUIRED DOCUMENTS:

The following forms must be submitted with each proposal:

7.1 Equal Employment Opportunity Policy Statement (Exhibit A-1)

7.2 MWBE Utilization Plan (Exhibit A-2) when applicable (see Section 9 below)

7.3 SDVOB Utilization Plan (Exhibit A-3) when applicable (see Section 9 below)

7.4 Respondent Data Form (Exhibit B)

7.5 Non-Collusive Bidding Certification (Exhibit C)

7.6 Disclosure, Affirmation and Certification in accordance with State Finance Law §§ 139-j and 139-k (Exhibit D)

7.7 Quantitative Factor Credit Questionnaire (Exhibit E) (see Section 9.4 below)

7.8 Sexual Harassment Policy Statement (Exhibit F)

7.9 Signed ECMCC Standard Clauses (Appendix A)

7.10 Vendor Price File (Excel File)

7.11 Vendor Proposal (Should include all information under Section 6 Proposal Requirements)

8. EVALUATION CRITERIA:

Fees 35 Points

Plan of firm to provide the deliverables 10 Points

Relevant experience 50 Points

Quantitative factor questionnaire 5 Points

TOTAL 100 points

ECMCC may prepare a list of finalists based on initial proposal evaluations and request that the finalists give a presentation of their services to ECMCC. Additional points may be allocated to the presentations. Final award will be based on the total combined score of the finalist’s initial proposal evaluation and their onsite presentation.

9. MWBE, SDVOB AND DIVERSITY PRACTICES REQUIREMENTS:

9.1 Equal Opportunity, Service-Disabled Veteran-Owned Business, and Minority/Women-

Owned Business Enterprise Utilization. ECMCC is committed to promote equality of economic opportunity for minority group members and women, service-disabled veterans, and the facilitation of minority and women-owned business enterprise

(“MWBE”) and service-disabled veteran-owned business (“SDVOB”) participation. In accordance with Articles 15-A and Veterans’ Service Law Article 3 of the New York State Executive Law and the regulations set forth at 5 NYCRR

Parts 140-144 and 9 NYCRR Part 252, by submitting a proposal, the respondent agrees to be bound by the provisions and follow the instructions set forth in Exhibit A to this

RFP.

9.2 Utilization Plans. If Section 9.3 reflects that MWBE and/or SDVOB participation requirements apply to this RFP, Respondents are required to submit an MWBE and/or

SDVOB Utilization Plan (see Exhibit A-2 and Exhibit A-3) with their proposal in accordance with, 5 NYCRR 142.6(a) and 9 NYCRR 252.2(i).

9.3 Goals and Excluded Contracts. The MWBE and SDVOB goals for this RFP are as follows: 0% MBE, 0% WBE , 0% SDVOB. In the event that there are no utilization requirements applicable to this RFP, the RFP is for an expenditure that is excluded from ECMCC’s MWBE or SDVOB program and respondents are not required to submit an MWBE and/or SDVOB Utilization Plan. However, under all circumstances, respondents are encouraged to solicit MWBE and SDVOB utilization and to submit

MWBE and SDVOB Goal Plans, and ECMCC may consider respondent’s proposed

MWBE and SDVOB utilization in determining which proposal represents the best value to ECMCC.

9.4 Quantitative Factor Credit Questionnaire. When developing a Request for Proposals (RFP) awarding a procurement contract on the basis of Best Value, State Finance Law § 163(1)(j) allows a Contracting Officer to designate up to 5% of the total technical evaluation scale to be awarded to a Respondent who meets one of the following criteria (NOTE: Although a Respondent may meet more than one of the criteria, credit is to be awarded for only one category, not multiple categories). (1) New York State Certified Minority and Women-owned Business Enterprise (MWBE) as defined in Executive Law § 310; or (2) a New

York State Certified Service-Disabled Veteran-Owned Business (SDVOB) as defined in

Veterans' Services Law Article 3. The above-referenced 5% designation included in the

RFP technical evaluation is called a “Quantitative Factor.”

10. GENERAL INSTRUCTIONS TO RESPONDENTS:

10.1 By submitting a response, respondents agree to both the terms of this RFP as well as

ECMCC’s standard terms and conditions attached to this RFP as Appendix A.

ECMCC reserves the right to reject any proposal in which the respondent objects to or attempts to modify the language of either this RFP or Appendix A.

10.2 Insurance in the amounts designated in the attached Appendix B shall be procured by the successful respondent before commencing work and no later than fourteen (14) days after notice of award, which insurance shall be maintained without interruption for the duration of the Contract in the kinds and amounts specified by ECMCC. If the insurance is not provided in acceptable form within this period of time, then the Director of Procurement

Compliance may declare the vendor non-responsible and award the contract to the next lowest responsible vendor. Certificates of insurance shall be furnished by the successful respondent in conformity with the ECMCC standard insurance certificate.

10.3 All services must be provided in accordance with all applicable local, state and federal regulations and laws, community standards of practice and ECMCC’s policies and procedures. Each representative that is on-site is required to register with Symplr, ECMCC’s vendor credentialing company, and must comply with their requirements. The vendor is responsible for all costs associated with Symplr’s services.

10.4 Only current approved surgical products (i.e. implants, instruments and devices) from the

RFP submission are cleared for surgical use, not an entire price file. Surgical products that have never been used at ECMCC will need a formal request by the surgeon. A cost benefit inquiry will be presented to the value analysis team that convenes every month and the members will review for approval.

10.5 Any change in wording or interlineations by a respondent of the RFP as published by

ECMCC shall be reason to reject the proposal of such respondent, or in the event that such change in the RFP is not discovered prior to entering into a contract, to void any contract entered into pursuant to such RFP.

10.6 For the purpose of determining which proposal represents best value, it shall be the obligation of all respondents to present information and documentation to ECMCC to establish that the successful respondent possesses sufficient capital resources, skill, judgment and experience to perform the work or deliver the material, as per the RFP scope of services and specifications. ECMCC is not obligated to accept the lowest proposal, but will perform its evaluation based on the total criteria defined within the RFP.

10.7 Failure to perform or meet delivery schedules as per the accepted proposal or resulting contract may result in legal action by ECMCC to recover damages.

10.8 The successful respondent shall comply with all laws, rules, regulations and ordinances of the Federal Government, the State of New York and any other political subdivision or regulatory body which may apply to its performance under this contract.

10.9 Any cash discount which is part of a proposal will be considered as a reduction in price in determining the award of the proposal.

10.10 ECMCC may, as the need arises, order changes in the work through additions, deletions or modifications without invalidating the contract. Additional work for which an existing compensation structure does not exist may also be requested by ECMCC on an as-needed basis. Accordingly, compensation for any such services shall be adjusted by negotiation and agreement between the contractor and ECMCC.

10.11 Any additional information which the respondent desires to add to the response shall be attached to and submitted with the formal response on a separate sheet of paper.

10.12 The proposal is firm and irrevocable for a period of 60 days from the date and time of the proposal opening. If a contract is not awarded within the 60 day period, a respondent to whom the contract has not been awarded may withdraw his proposal by serving written notice of his intention to do so upon the ECMCC Purchasing Department.

10.13 Prices charged to ECMCC are to be no higher than those offered to any other governmental or commercial consumer. If respondent’s organization has a New York State or a Federal

GSA contract for any of the items covered in this RFP or any similar items, respondent shall so indicate in its proposal and supply a copy of such contract within five (5) days of a request by ECMCC.

10.14 The unit prices shall remain firm, and any other pricing, quote or charges in the proposal for delivery of the equipment, material, work or services described in this RFP, shall also remain firm. Pricing must include all expenses and be final. No cost increase not covered in the proposal shall be charged for any reason whatsoever unless agreed upon by ECMCC, and pricing offered must remain in effect for the length of any resulting agreement.

10.15 In executing their proposal, the respondent affirms that all of the requirements of the specifications are understood and accepted by the respondent, and that the prices quoted include all required materials and services. The respondent affirms they have checked all of the proposal figures and understands that ECMCC will not be responsible for any errors or omissions on the part of the respondent in preparing the proposal. Mistakes or errors in the estimates, calculations or preparation of the proposal shall not be grounds for the withdrawal or correction of the proposal or any proposal security.

10.16 Restrictions on contact during the RFP process. Pursuant to State Finance Law Sections

139-j and 139-k, this RFP includes and imposes certain restrictions on communication between respondents and ECMCC during the procurement process. A respondent is restricted from making contacts from the date the RFP is issued through the final contract award by ECMCC (the "Restricted Period"). During the Restricted Period, respondents may only contact the designated contact regarding this RFP. The designated contact is identified on the cover page of this RFP. Respondents are responsible for complying with

State Finance Law Sections 139-j and 139-k. Directors, officer and employees of ECMCC are required to record certain information when contacted during the Restricted Period. A review of whether such contacts were permissible contacts will be considered in connection with any determination of responsibility of the respondent. Failure of any respondent to timely certify or to disclose accurate and complete information or the submission of any intentionally false or intentionally incomplete certification may result in the rejection of the contract award or if such contract has been executed, then the immediate termination of the contract. Violations may result in debarment of the respondent from proposing on or obtaining governmental procurement contracts in the State of New York.

10.17 Freedom of Information Law. During the evaluation process, the content of each RFP will be held in confidence and details of any RFP will not be revealed (except as may be required under the Freedom of Information Law or other State law). The Freedom of

Information Law provides for an exemption from disclosure for trade secrets or information the disclosure of which would cause injury to the competitive position of commercial enterprises. This exception would be effective both during and after the evaluation process. If the proposal contains any such trade secrets or other confidential or proprietary information, the respondent must submit a request to exempt such information from disclosure. Such request must be in writing, must state the reasons why the information should be exempt from disclosure and must be provided at the time of submission of the subject information. Requests for exemption of the entire contents of a proposal from disclosure have generally not been found to be meritorious and are discouraged. Respondents must limit any requests for exemption of information from disclosure to bona fide trade secrets or specific information, the disclosure of which would cause a substantial injury to the respondent’s competitive position. ECMCC assumes no responsibility for disclosure of unmarked data for any purpose. ECMCC will review such designations in making its determination whether disclosure is required, which determination shall be binding on the respondent.