2-RFPDOC 6000001073.pdf

4 World Trade Center l 150 Greenwich Street, 21st floor l New York, NY 10007

August 11, 2022

SUBJECT: REQUEST FOR PROPOSALS FOR PERFORMANCE OF EXPERT

PROFESSIONAL INTERNAL AUDIT SERVICES AS REQUESTED ON A

“CALL-IN” BASIS DURING 2023 THROUGH 2026 (RFP# 6000001073)

Dear Sir or Madam:

The Port Authority of New York and New Jersey (the “Authority” or “Port Authority”) is seeking Proposals in response to the subject Request for Proposals (RFP) for the performance of expert professional internal audit services as requested on a “call-in” basis during 2023 through 2026.

The scope of services to be performed by you are set forth in Attachment A to the Authority’s standard agreement (the “Agreement”) included herewith. You should carefully review this Agreement as it is the form of agreement that the Authority intends that you sign in the event of acceptance of your Proposal and forms the basis for the submission of Proposals. At its discretion, the Authority may retain multiple firms for performance of the subject services.

PRE-PROPOSAL MEETING

A virtual Pre-Proposal Meeting is scheduled on August 22, 2022 at 11:00 A.M. Eastern Time (ET).

Please use the below link to access the meeting on August 22, 2022.

Event address for attendees: https://teams.microsoft.com/l/meetup-join/19%3ameeting_NjAzYjkyMjAtMGJmNS00YTIwLWIxNzItM2ZmZTk3YjhlZWRm%40thr ead.v2/0?context=%7b%22Tid%22%3a%22c4484a25-d0d8-4ad0-916a-a889b6aa7a02%22%2c%22Oid%22%3a%22705db310-b873-4c6b-a1f2-39fcbacd02c5%22%7d

I. PROPOSER REQUIREMENTS:

The Authority will consider only those firms who are able to demonstrate compliance with the following minimum qualifications requirements:

A. The firm shall have at least three (3) years of continuous experience, immediately prior to the date of submission of its Proposal, in providing internal audit staffing services; and B. The firm shall demonstrate that they have placed staff who have experience in complying with the requirements as established by the Institute of Internal Auditors, and/or a similar professional governing organization.

A determination that a Proposer meets the forgoing requirement(s) is no assurance that the Proposer will be selected for performance of the subject services. Firms that do not meet these requirements shall not be considered.

II. PROPOSAL FORMAT REQUIREMENTS:

To respond to this RFP, the Proposer shall submit a concise Proposal in response to each of the following basic criteria:

A. To be acceptable, this Proposal shall be no more than 20 pages, using 12 point or greater font size, not including resumes. The page limit pertains only to Letters G and H in Section https://teams.microsoft.com/l/meetup-join/19%3ameeting_NjAzYjkyMjAtMGJmNS00YTIwLWIxNzItM2ZmZTk3YjhlZWRm%40thread.v2/0?context=%7b%22Tid%22%3a%22c4484a25-d0d8-4ad0-916a-a889b6aa7a02%22%2c%22Oid%22%3a%22705db310-b873-4c6b-a1f2-39fcbacd02c5%22%7d https://teams.microsoft.com/l/meetup-join/19%3ameeting_NjAzYjkyMjAtMGJmNS00YTIwLWIxNzItM2ZmZTk3YjhlZWRm%40thread.v2/0?context=%7b%22Tid%22%3a%22c4484a25-d0d8-4ad0-916a-a889b6aa7a02%22%2c%22Oid%22%3a%22705db310-b873-4c6b-a1f2-39fcbacd02c5%22%7d https://teams.microsoft.com/l/meetup-join/19%3ameeting_NjAzYjkyMjAtMGJmNS00YTIwLWIxNzItM2ZmZTk3YjhlZWRm%40thread.v2/0?context=%7b%22Tid%22%3a%22c4484a25-d0d8-4ad0-916a-a889b6aa7a02%22%2c%22Oid%22%3a%22705db310-b873-4c6b-a1f2-39fcbacd02c5%22%7d https://teams.microsoft.com/l/meetup-join/19%3ameeting_NjAzYjkyMjAtMGJmNS00YTIwLWIxNzItM2ZmZTk3YjhlZWRm%40thread.v2/0?context=%7b%22Tid%22%3a%22c4484a25-d0d8-4ad0-916a-a889b6aa7a02%22%2c%22Oid%22%3a%22705db310-b873-4c6b-a1f2-39fcbacd02c5%22%7d

III, below. Each resume shall be a maximum of two-pages using 12 point or greater font size. The Proposal pages shall be numbered. The cover page of your submittal must be labeled to include the RFP Number 6000001073 and title as indicated in the “Subject” above, full legal name of your firm and your firm’s Port Authority Vendor ID number.

If your firm is not a registered vendor with the Port Authority, please visit https://www.paprocure.com/irj/portal to create an account and receive a PA Vendor ID number.

For further instructions for creating a PA Vendor ID number and answers to frequently asked questions please visit:

https://www.paprocure.com/irj/servlet/prt/portal/prtroot/pcd!3aportal_content!2fcom.pany nj.fld_Anonymous!2fcom.panynj.ivw_supp_registration_id.

B. Separate each section of the Proposal with a divider that is labeled in accordance with the letter of the requirements specified below in Section III.

C. In each submission to the Authority, the Proposer shall use its FULL LEGAL NAME WITHOUT ABBREVIATIONS. Failure to comply with this requirement may lead to delays in contract awards and contract payments, which shall be the responsibility of the Proposer.

D. The Port Authority has transitioned to an entirely digital submission process for the receipt of proposals in response to this RFP using the Bonfire platform, located at the link below.

Proposers must register and create a free Bonfire account at the provided link in order to log in and download the referenced solicitation and associated information, and in order to upload proposal submissions. Registration on the Bonfire platform requires a registration that is separate and distinct from all other Authority software platforms.

The Authority shall accept only those proposals in electronic format for which the submission or modification is completed at the time of the Proposal Due Date. Proposal submissions will be accepted by upload only, at https://panynj.bonfirehub.com/portal/?tab=login and must be uploaded and received by the Authority no later than 2:00 P.M. Eastern Time (ET) on September 1, 2022. Emailed submissions, hand deliveries and mailed deliveries (e.g., UPS, USPS) will not be accepted.

Proposal submissions must be uploaded, submitted and finalized prior to the Proposal Due Date. Proposers are strongly urged to allow sufficient time of at least one (1) day prior to the Proposal Due Date to begin the uploading process and finalizing the Proposal submission. Proposers will receive an email confirmation receipt with a unique confirmation number once a Proposal submission is finalized.

Proposers will be permitted to submit modifications to Proposals or withdraw previously submitted Proposals electronically up to, but not after, the time of the Proposal Due Date.

E. Interested Subconsultants are encouraged to add your firm to Port Authority certified Subconsultant’s list for this RFP using the following link: https://www.panynj.gov/port-authority/en/business-opportunities/solicitations-advertisements/professional-services.html. Prime proposers can access Subconsultants information by using the same link.

https://gcc01.safelinks.protection.outlook.com/?url=https%3A%2F%2Fwww.paprocure.com%2Firj%2Fportal&data=02%7C01%7Ctbarlotta%40panynj.gov%7Ce7d53a2301cc4e2474e108d7c11bc50b%7Cc4484a25d0d84ad0916aa889b6aa7a02%7C0%7C0%7C637190197317131762&sdata=YPMgLu1z%2BjDe3QFLaOZcHH4%2F9ct05d8m1ZXU0zCU1X4%3D&reserved=0 https://www.paprocure.com/irj/servlet/prt/portal/prtroot/pcd!3aportal_content!2fcom.panynj.fld_Anonymous!2fcom.panynj.ivw_supp_registration_id https://www.paprocure.com/irj/servlet/prt/portal/prtroot/pcd!3aportal_content!2fcom.panynj.fld_Anonymous!2fcom.panynj.ivw_supp_registration_id https://panynj.bonfirehub.com/portal/?tab=login https://www.panynj.gov/port-authority/en/business-opportunities/solicitations-advertisements/professional-services.html https://www.panynj.gov/port-authority/en/business-opportunities/solicitations-advertisements/professional-services.html https://www.panynj.gov/port-authority/en/business-opportunities/solicitations-advertisements/professional-services.html

III. SUBMISSION REQUIREMENTS:

To respond to this RFP, provide the following information:

A. In the front of your Proposal, provide a copy of Attachment B (Agreement on Terms of Discussion), signed by an officer of your company.

B. A completed copy of Attachment C (Company Profile).

C. Transmittal Letter

Submit the transmittal letter, on letterhead, signed by an authorized representative, demonstrating compliance with the aforementioned “Proposer Requirement” as noted in Section I above. For all projects referenced, include the name of the client/company and the client/company’s contact information for verification purposes.

D. Staff Qualifications and Experience

In this section, detail the experience of key individuals (including subconsultant(s), if any) to be responsible for the successful completion of the contemplated services. Include their titles, their firm and office address, their function, task responsibility and reporting relationships, if any. Attach a detailed resume for each key individual that includes their relevant experience and specific areas of expertise. At a minimum, the proposed staff, to be placed by your firm, shall demonstrate that they have at least one (1) year of experience performing the contemplated services. The resumes should include their education, professional credentials and clearly identify the years of experience in the field related to the tasks for which the individual will be responsible.

E. Complete Attachment D, which is accessible in Excel format: Attachment D – Staffing Schedule. Include the names, titles, and corresponding fully loaded hourly billing rates for technical personnel who will be assigned to perform the services requested (including subconsultant(s), if any). The fully loaded hourly billing rate for each employee is the amount to be paid to you and is full compensation for all overhead, benefits, taxes, etc., paid by you. Typical job titles may include, but are not limited to:

1. Auditor

2. Senior Auditor

Your firm shall ensure that at your own expense, all technical personnel who will be assigned to perform the services requested are completing a minimum of forty (40) hours of training on an annual basis, in accordance with The Institute of Internal Auditors standards and provide such documentation to the Port Authority supporting this requirement.

F. Firm Qualifications and Experience In this section, provide your firm’s qualifications and experience in providing the services contemplated herein. For each project identified, indicate:

1. Description of services provided by your firm;

2. Start and end dates of services performed in the last five (5) years from the date of your proposal; and http://www.panynj.gov/business-opportunities/pdf/AttD_52798.xlsx http://www.panynj.gov/business-opportunities/pdf/AttD_52798.xlsx

3. Hiring entity and contact person (name, title, phone number, email address).

Management Approach

G. Management Approach Provide a detailed description of the proposed Management Approach to be taken in performance of the required services. This shall include, but is not limited to:

1. A staff organization chart that identifies the individuals who will be assigned to perform the services requested, their firms (for subconsultant(s), if any), and a clear management structure for sharing project responsibilities, work allocation, oversight, deliverable, costs and reporting responsibilities, if any, during performance of the services stipulated in Attachment A. For all intended subconsultant(s), indicate their MBE/WBE status with the Authority.

2. Your proposed organizational structure shall be responsive to the Authority’s needs, shall include your approach and schedule for keeping the client apprised of the assignment status, if applicable, and shall ensure the quality of the services to be performed.

H. Your attention is directed to Paragraph 19 of the Agreement in which the Authority has stated the Minority Business Enterprises (MBEs), Women-owned Business Enterprises (WBEs), and Service-disabled Veteran-owned Business Enterprises (SDVOBs) goals for participation in this program. In order to facilitate the meeting of these goals, the Consultant shall use every good-faith effort to utilize subconsultants who are Authority-certified MBEs, WBEs or SDVOBs or SDVOBs certified by the State of New York to the maximum extent feasible. A listing of certified MBE/WBE/SDVOBs firms is available at https://www.panynj.gov/port-authority/en/business-opportunities/supplier-diversity/directories-of-MWBE.html.

For each Task Order to perform work issued under this Agreement, the selected Consultant(s) shall submit to the Authority for review and approval prior to commencing any services, along with invoices, the Statement of Subcontractor Payments in the form of the MBE/WBE Participation Report (Form PA 3760C) and concerning SDVOB participation, the Proposer shall submit the SDVOB Participation Plans (Form PA 3760SDV1), both of which may be downloaded at https://www.panynj.gov/port-authority/en/business-opportunities/Vendor-Resources.html.

The Authority has a list of certified MBE/WBE/SDVOB service firms which is available to you at http://www.panynj.gov/business-opportunities/supplier-diversity.html. The Consultant will be required to submit to the Authority's Office of Diversity, Equity and Inclusion (ODEI) for certification the names of MBE/WBE/SDVOB firms it proposes to use who are not on the list of certified MBE/WBE/SDVOB firms.

The Consultant shall include their MBE/WBE Participation Plans (Form PA 3760C) with their task order proposals, to be reviewed and approved by the Authority’s ODEI.

Concerning SDVOB participation, the Consultant shall include their SDVOB Participation Plans (Form PA 3760SDV1) with their task order proposals, to be reviewed and approved by the Authority’s ODEI.

The MBE/WBE/SDVOB Plan submitted by the Consultant to the Authority shall contain, at a minimum, the following:

https://www.panynj.gov/port-authority/en/business-opportunities/supplier-diversity/directories-of-MWBE.html https://www.panynj.gov/port-authority/en/business-opportunities/supplier-diversity/directories-of-MWBE.html https://www.panynj.gov/port-authority/en/business-opportunities/Vendor-Resources.html https://www.panynj.gov/port-authority/en/business-opportunities/Vendor-Resources.html http://www.panynj.gov/business-opportunities/supplier-diversity.html

• Identification of MBE/WBE/SDVOBs: Provide the names and addresses of the MBE/WBE/SDVOBs. If none are identified, describe the process for selecting participant firms in order to achieve the good faith goals under this Agreement.

• Level of Participation: Indicate the percentage of MBE/WBE/SDVOB participation expected to be achieved with the arrangement described in the Plan.

• Scope of Work: Describe the specific scope of work the MBE/WBE/SDVOBs will perform.

All MBE/WBE/SDVOB subconsultants listed on the MBE/WBE/SDVOB Participation Plan must be certified by the Authority in order for the Consultant to receive credit toward the MBE/WBE/SDVOB goals set forth in this Agreement. Please go to https://www.panynj.gov/port-authority/en/business-opportunities/supplier-diversity.html to search for MBE/WBE/SDVOBs by a particular commodity or service. The Authority makes no representation as to the financial responsibility of these firms or their ability to perform work under this Agreement.

Subsequent to Agreement award, all changes to any of the MBE/WBE/SDVOB Participation Plans must be submitted via a Modified MBE/WBE/SDVOB Participation Plan to the Manager for review and approval by ODEI. For submittal of modifications to the MBE/WBE Plan, Consultants are directed to use form PA3760D, and for modifications to the SVOB Plan Consultants are directed to use form PA3760SDV2. The Consultant shall not make changes to any of its approved MBE/WBE/SDVOB Participation Plans or substitute MBE/WBE/SDVOB subconsultants or suppliers for those named in their approved plans without the Manager’s prior written approval. Unauthorized changes or substitutions, including performing the work designated for a subconsultant with the Consultant’s own forces, shall be a violation of this section. Progress toward attainment of MBE/WBE/SDVOB participation goals set forth herein will be monitored throughout the duration of the Agreement.

The Consultant shall also submit to the Project Manager, along with invoices, the Statement of Subcontractor Payments in the form of the MBE/WBE/SDVOB Participation Report, which may be downloaded at https://www.panynj.gov/port-authority/en/business-opportunities/Vendor-Resources.htmlThe Statement must include the name and business address of each MBE/WBE/SDVOB subconsultant and supplier actually involved in the Agreement, a description of the work performed and/or product or service supplied by each such subcontractor/subconsultant or supplier, the date and amount of each expenditure, and such other information that may assist the Project Manager in determining the Consultant’s compliance with the foregoing provisions.

Prompt Payment/Retainage The Consultant shall pay each subconsultant under this Agreement, for satisfactory performance of its subcontract, no later than ten (10) days from the receipt of each payment the Consultant receives from the Authority. The Consultant shall return retainage payments, if any, to each subconsultant within ten days after the subconsultants’ work is satisfactorily completed. Any delay or postponement of payment from the above referenced timeframe may occur only for good cause following written approval of the Authority. Failure to pay subconsultants or return retainage payments may constitute a https://www.panynj.gov/port-authority/en/business-opportunities/supplier-diversity.html material breach of this Agreement, entitling the Authority to remedies provided in this Agreement, in addition to any other available remedy.

MBE/WBE/SDVOB Conditions of Participation

MBE/WBE/SDVOB participation will be counted toward meeting the MBE/WBE/SDVOB agreement goal, subject to all of the following conditions:

1. Commercially Useful Function: An MBE/WBE/SDVOB is considered to perform a commercially useful function when it is responsible for the execution of a distinct element of work on a contract and carries out its responsibilities by actually performing, managing, and supervising the work involved in accordance with normal industry practice. Regardless of whether an arrangement between the Consultant and the MBE/WBE/SDVOB represent standard industry practice, if the arrangement erodes the ownership, control or independence of the MBE/WBE/SDVOB or in any other way does not meet the commercially useful function requirement, that firm shall not be included in determining whether the MBE/WBE/SDVOB goal is met and shall not be included in MBE/WBE/SDVOB reports. If this occurs with respect to a firm identified as an MBE/WBE/SDVOB, the Consultant shall receive no credit toward the MBE/WBE/SDVOB goal and may be required to backfill the participation. An MBE/WBE/SDVOB does not perform a commercially useful function if its role is limited to that of an extra participant in a transaction or contract through which funds are passed in order to obtain the appearance of MBE/WBE/SDVOB participation. An MBE/WBE/SDVOB may rebut a determination by the Authority that the MBE/WBE/SDVOB is not performing a commercially useful function to the Authority.

2. Work Force: The MBE/WBE/SDVOB must employ a work force (including administrative and clerical staff) separate and apart from that employed by the Consultant, other subcontractors/subconsultants on the Agreement, or their affiliates. This does not preclude the employment by the MBE/WBE/SDVOB of an individual that has been previously employed by another firm involved in the Agreement, provided that the individual was independently recruited by the MBE/WBE/SDVOB in accordance with customary industry practice. The routine transfer of work crews from another employer to the MBE/WBE/SDVOB shall not be allowed.

3. Supervision: All work performed by the MBE/WBE/SDVOB must be controlled and supervised by the MBE/WBE/SDVOB without duplication of supervisory personnel from the Consultant, other subconsultants on the Agreement, or their affiliates. This does not preclude routine communication between the supervisory personnel of the MBE/WBE/SDVOB and other supervisors necessary to coordinate the work.

Counting MBE/WBE/SDVOB Participation

The value of the work performed by an MBE/WBE/SDVOB, with its own equipment, with its own forces, and under its own supervision will be counted toward the goal, provided the utilization is a commercially useful function. An MBE/WBE/SDVOB prime contractor/consultant shall still provide opportunities for participation by other MBE/WBE/SDVOBs. Work performed by MBE/WBE/SDVOBs will be counted as set forth below. If the Authority determines that some or all of the MBE/WBE/SDVOBs work does not constitute a commercially useful function, only the portion of the work considered to be a commercially useful function will be credited toward the goal.

1. Subconsultants: One hundred percent (100%) of the value of the work to be performed by an MBE/WBE/SDVOB subconsultant will be counted toward the MBE/WBE/SDVOB goal. The value of such work includes the cost of materials and supplies purchased by the MBE/WBE/SDVOB, except the cost of supplies or equipment leased from the Consultant, other subconsultants or their affiliates will not be counted.

When an MBE/WBE/SDVOB subcontracts part of the work of its contract to another firm, the value of the subconsultant work may be counted toward MBE/WBE/SDVOB goals only if the MBE/WBE/SDVOB subconsultant is itself an MBE/WBE/SDVOB. Work that an MBE/WBE/SDVOB sub consults to a non-MBE/WBE/SDVOB firm does not count toward MBE/WBE/SDVOB goals.

2. Material Suppliers: Sixty percent (60%) of the expenditure to an MBE/WBE/SDVOB material supplier will be counted toward the MBE/WBE/SDVOB goal. Packagers, brokers, manufacturer’s representatives, or other persons who arrange or expedite transactions are not material suppliers within the meaning of this paragraph.

3. Broker’s/Manufacturer’s Representatives: One hundred percent (100%) of fees or commissions charged for assistance in the procurement of the materials and supplies, or fees for transportation charges for the delivery of materials or supplies provided by an MBE/WBE/SDVOB broker/manufacturer’s representative will be counted toward the MBE/WBE/SDVOB goal, provided they are determined by the Authority to be reasonable and not excessive as compared with fees customarily allowed for similar services. The cost of the materials and supplies themselves will not be counted.

4. Services: One hundred percent (100%) of fees or commissions charged by an MBE/WBE/SDVOB for providing a bona fide service, such as professional, technical, consultant, or managerial services, or for providing bonds or insurance specifically required for the performance of the work will be counted toward the MBE/WBE/SDVOB goal, provided the fee is reasonable and not excessive as compared with fees customarily allowed for similar services.

5. Joint Venture: Joint ventures between MBE/WBE/SDVOBs and non- MBE/WBE/SDVOBs may be counted toward the MBE/WBE/SDVOB goal in proportion to the total dollar value of the Agreement equal to the distinct, clearly defined portion of the work of the Agreement that the MBE/WBE/SDVOB performs with its own forces.

Contact ODEI at (201) 395-3117 for more information about requirements for such joint ventures.

I. A complete list of your firm’s affiliates.

J. If the Proposer or any employee, agent or subcontractor/subconsultant of the Proposer may have, or may give the appearance of a possible conflict of interest, the Proposer shall include in its Proposal a statement indicating the nature of the conflict and a proposed mitigation plan. The Authority reserves the right to disqualify the Proposer if, in its sole discretion, any interest disclosed from any source could create, or give the appearance of, a conflict of interest. The Authority reserves the right to disqualify the Proposer if, in its sole discretion, it is not possible to mitigate the conflict of interest, with respect to any conflict disclosed from any source. The Authority's determination regarding any question(s) of conflict of interest shall be final.

Proposers are advised that, while not currently anticipated, nothing herein shall preclude the Authority from determining at a subsequent point in time during performance of the services contemplated hereunder gives rise to the existence of, or the appearance of, a conflict of interest, and thereby conclude that a firm(s) selected for performance of the subject services, is/are expressly precluded from participation in, or the performance of other procurement opportunities for any project on which the firm has provided such services. Proposers are directed to Paragraph 32 of the attached Standard Agreement.

Proposers are further advised that under this Agreement, firms must provide, upon receipt of a Task Order issued by the Authority, written notice to the Authority of any existing or potential conflict of interest the firm(s) may have in the performance of Services under this Agreement. The Authority’s determination regarding any question(s) of conflict of interest shall be final.

K. The selected Consultant(s) shall comply with the requirements of the Agreement. You should therefore not make any changes in this Agreement, nor restate any of its provisions in your Proposal or supporting material.

IV. SELECTION PROCESS:

The qualifications-based selection shall take into consideration the following technical criteria, (listed in order of importance) and subsequently cost, as appropriate:

A. Qualifications and experience of the staff proposed to perform services hereunder;

B. Qualifications and experience of the firm, including the quality of similar services provided to others C. Management approach for the performance of the contemplated services.

After consideration of these factors, the Authority may enter into negotiations with the firms deemed best qualified in terms of the foregoing factors to perform the required services.

V. ADDITIONAL INFORMATION:

The Port Authority embraces a workplace where the values of diversity, equity and inclusion support varying perspectives and backgrounds to produce a richer environment.

The Port Authority expects all our consultants, contractors and vendors, to demonstrate a similar commitment, and undertake every effort to ensure their project teams represent the diverse makeup of the communities in and around the Port District.

If your firm is selected for performance of the subject services, the Agreement you will be asked to sign will include clauses entitled “Certification of No Investigation (Criminal Or Civil Anti-Trust), Indictment, Conviction, Debarment, Suspension, Disqualification and Disclosure Of Other Information” And “Non-Collusive Proposing, And Code Of Ethics Certification;

Certification Of No Solicitation Based On Commission, Percentage, Brokerage, Contingent Or Other Fees.” By submitting a Proposal, the Consultant shall be deemed to have made the certifications contained therein unless said Consultant submits a statement with its Proposal explaining why any such certification(s) cannot be made. Such a submission shall be submitted in a separate folder along with your Proposal clearly marked “CERTIFICATION

STATEMENT.”

It is Authority policy that its consultants, contractors and vendors comply with the legal requirements of the States of New York and New Jersey. Your attention is therefore called to New York State’s requirements that certain consultants, contractors, affiliates, subcontractors/subconsultants and subcontractors’/subconsultants’ affiliates register with the New York State Department of Taxation and Finance for the purpose of collection and remittance of sales and use taxes. Similarly, New Jersey requires business organizations to obtain appropriate Business Registration Certificates from the Division of Revenue of the State’s Department of the Treasury.

Proposers are also advised that additional vendor information, including but not limited to forms, documents and other related information, may be found on the Authority website at www.panynj.gov or https://www.panynj.gov/port-authority/en/business-opportunities/Vendor-Resources.html.

Each party agrees that an electronic signature to this Agreement whether affixed digitally or transmitted by fax, email or other electronic means, is intended to authenticate such party’s writing and to have the same binding and legal effect as an original signature. Signature shall be by a corporate officer authorized to bind the Proposer to the terms of the Agreement. The return of the copy executed by the Authority will effectuate the Agreement.

As a result of impacts related to COVID-19, the Authority may request that Consultant(s) respond to task orders solicited through this Call-In Program that may be funded in whole or in part by federal entities such as the Federal Emergency Management Agency (“FEMA”), Federal Transit Administration (“FTA”) and others. These specific task order requests shall be solicited, negotiated and issued in accordance with all applicable federal guidelines.

Should you have any questions, please contact Amira Willis, Solicitation Manager, at Amwillis@panynj.gov. All such correspondence must have your name, title, company, mailing address, telephone number, and state the subject RFP number in the subject line. The Authority must receive all questions no later than 4:00 P.M. ET, seven (7) working days before the RFP due date. Neither Ms. Willis, nor any other employee of the Authority is authorized to interpret the provisions of this RFP or accompanying documents or give additional information as to their requirements. If interpretation or additional information is required, it will be communicated by written addendum issued by the undersigned and such writing shall form a part of this RFP, or the accompanying documents, as appropriate. For RFP updates and Addenda, if any, Proposers are encouraged to access, and monitor, the Bonfire platform at https://panynj.bonfirehub.com/portal/?tab=login. You should, therefore, monitor the advertisement on said website, as appropriate, to ensure you are aware of changes, if any.

Proposal preparation costs are not reimbursable by the Authority, and the Authority shall have no obligation to a firm except under a duly authorized agreement executed by the Authority.

No rights accrue to any Proposer except under a duly authorized agreement for performance of the specified services.

The Authority reserves the unqualified right, in its sole and absolute discretion, to reject all Proposals, to undertake discussions and modifications with one or more Consultants, to waive defects in Proposals and to proceed with that Proposal or modified Proposal, if any, which in its judgment will, under all the circumstances, best serve the public interest.

http://www.panynj.gov/ https://panynj.bonfirehub.com/portal/?tab=login

ATTACHMENT A

PERFORMANCE OF EXPERT PROFESSIONAL INTERNAL AUDIT SERVICES AS

REQUESTED ON A “CALL-IN” BASIS DURING 2023 THROUGH 2026

I. BACKGROUND

For background with respect to The Port Authority of New York and New Jersey (the “Port Authority” or “Authority”) see www.panynj.gov. Additionally, the most recent electronic version of the Authority’s Annual Report is available at https://www.panynj.gov/corporate/en/financial-information/annual-report.html.

II. SCOPE OF WORK

The services of the Consultant shall generally consist of providing full-time internal audit staff on a continuous and long-term basis, as required to work under the direct supervision of the Authority’s Audit Department staff. Specifically, audits shall generally consist of, but not be limited to the review of the Authority’s construction and consultant contracts for services performed at Authority facilities, including but not limited to the World Trade Center site, the airports, bridges and tunnels, ports and the Port Authority Trans-Hudson Corporation (PATH). The audits shall be financial and compliance in nature and may involve but not be limited to the following:

A. operational components.

B. verifying contractor billings submitted to the Authority against the Engineering

Department’s field records, the contractor’s/consultant’s books and records, and the terms of the contract(s).

C. reviewing Authority business processes, systems and operations, as well as the business and accounting records of third parties that conduct business with the Authority.

D. reviewing the construction contracts’ extra work and net cost components billed on a time and material basis, burden/overhead rates of firms and other reviews arising out of the major capital infrastructure projects currently underway.

The audits shall take place at contractor offices, Authority facilities or the Audit Department offices located at the Journal Square Transportation Center in Jersey City, New Jersey, as determined by the Authority.

III. CONDITIONS AND PRECAUTIONS

A. General

Firm shall ensure that at its own expense, consultant staff are completing a minimum of 40 hours of training on an annual basis, in accordance with Port Authority Audit Department standards and/or standards promulgated by The Institute of Internal Auditors. At the beginning of each year, the Consultant shall submit a list of training it anticipates taking for the coming year.

Consultant staff are responsible for tracking hours worked on assignments and completing audits within established budgets and keeping Audit Department http://www.panynj.gov/ https://www.panynj.gov/corporate/en/financial-information/annual-report.html supervisors apprised of any circumstances that are hindering the timely completion of an assignment.

Immediately inform the Authority of any unsafe condition discovered at any time during the course of this work.

B. Work Areas Limit work to the areas necessary for the performance of inspections and do not interfere with the operation of the facility without first obtaining specific approval from the duly authorized representative of the Authority.

C. Work Hours The Consultant shall perform its work at the site, between the hours of 8:00 A.M. and 5:00 P.M., Monday through Friday, unless otherwise approved in advance and in writing by the Director or their duly authorized representative. Workday shall consist of an eight (8) hour workday exclusive of lunch. Consultants who work at least 6 hours per day are required to take at least a 30-minute lunch break. The Consultant shall prepare a weekly timesheet and training form and submit it to a designated Authority supervisor no later than Friday close of business, in the given week, for approval.

In any case, no work shall be performed at the site on any holiday observed by the Authority, unless otherwise directed by the duly authorized representative of the Authority. Requests for time off shall be submitted by the Consultant in advance to a designated Authority supervisor for approval. The Authority has the right to deny a request at its own discretion.

Lillian D. Valenti Chief Procurement Officer

4 World Trade Center l 150 Greenwich Street, 21st floor l New York, NY 10007

P.A. AGREEMENT # ***-**-***

DATE

FIRM

ADDRESS

CITY, ST ZIP

Attention: CONTACT, TITLE

SUBJECT: PERFORMANCE OF EXPERT PROFESSIONAL INTERNAL AUDIT

SERVICES AS REQUESTED ON A “CALL-IN” BASIS DURING 2023

THROUGH 2026

Dear Mr./Ms. CONTACT:

1. The Port Authority of New York and New Jersey (the "Authority" or "Port Authority") hereby offers to retain FIRM NAME (the “Consultant" or "you") to provide expert professional services as more fully set forth in Attachment A, which is attached hereto and made a part hereof, on a "call-in" basis during 20** through 20**.

The Authority does not guarantee the ordering of any services under this Agreement and specifically reserves the right, in its sole discretion, to use any person or firm to perform the type of services required hereunder.

This Agreement shall be signed by you and by the Authority’s Chief Procurement Officer. As used herein, “the Director” shall mean the ******* of the Authority, or their duly authorized representatives.

For the purpose of administering this Agreement, the Director has designated DAR NAME, TITLE, to act as their duly authorized representative. The Project Manager for this project is NAME, tel. (***) ***-****, or e-mail address: ****@panynj.gov.

2. Time is of the essence. Your services shall be performed as expeditiously as possible and at the time or times required by the Director.

3. In response to a request for specific services hereunder and prior to the performance of any such services, you shall submit, in writing, to the Director for approval, an estimated cost and staffing analysis of such services. You shall begin performing services under this Agreement upon your receipt of the Director’s written (1) approval of such cost and (2) direction to proceed. At the point at which your expenditures for such services reach such approved estimated cost, you shall not continue to render any such services. Preparation of cost estimates and staffing analysis mentioned in this paragraph and in Paragraph 6 shall not be a compensable service hereunder.

4. In order to effectuate the policy of the Authority, the services provided by the Consultant shall comply with all provisions of federal, state, municipal, local and departmental laws, ordinances, rules, regulations, and orders which would affect or control said services as if the services were being performed for a private corporation, unless the Authority standard is more stringent, in which mailto:****@panynj.gov

<FIRM NAME>

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case the Authority standard shall be followed, or unless the Consultant shall receive a written notification to the contrary signed by the Director personally, in which case the requirements of said notification shall apply.

5. The Consultant shall meet and consult with Authority staff as requested by the Director in connection with any service to be performed herein. All items to be submitted or prepared by the Consultant hereunder shall be subject to the review of the Director. The Director may disapprove if, in his/her sole opinion said items are not in accordance with the requirements of this Agreement, accepted professional standards, or are impractical, uneconomical or unsuited in any way for the purpose for which the contemplated construction or services is intended. If any of the said items or any portion thereof are so disapproved, the Consultant shall forthwith revise them until they meet the approval of the Director, but the Consultant will not be compensated under any provision of this Agreement for performance of such revisions. No approval or disapproval or omission to approve or disapprove, however, shall relieve the Consultant of its responsibility under this Agreement to furnish the requested services in accordance with an agreed upon schedule, and in accordance with professional standards.

6. You shall not continue to render services under this Agreement after the point at which the total amount to be paid to you hereunder (including reimbursable expenses) reaches the combined total of each of the approved estimated costs, unless you are specifically authorized in writing to so continue by the Director. If no such authorization is issued, this Agreement shall be terminated without further obligation by either of the parties as to services not yet performed, but you shall be compensated as hereinafter provided for services already completed. It is understood, however, that this limitation shall not be construed to entitle you to the above amount as a minimum compensation.

7. As full compensation for all your services and obligations in connection with this Agreement, the Authority will pay you the total of the amounts computed under subparagraphs A, B, C and D below, subject to the limits on compensation and provisions set forth in paragraph 5 above. Subject to the terms and conditions below, travel time is not reimbursable under subparagraphs A, B and C hereunder.

A. An amount equal to the actual hourly billing rate billed by you to professional and technical personnel times the total number of hours (but not partners or principals) actually spent by them in the performance of services hereunder. No hour of services by an employee shall be compensable hereunder unless the employee is actually paid by you for such services at his usual salary rate. The hourly billing rate for each employee is the amount to be paid to you and is full compensation for all benefits, taxes, etc., paid by you. There shall be no change in the billing rates during the first year of the term of this Agreement and no additional compensation for overtime, weekend, or holiday work or night work or for performing hazardous duty. Attached hereto is a schedule of names, titles and corresponding hourly billing rates as set forth in Exhibit 1. Clearly indicate if any of the employees, proposed by you to perform the requested services, that are former Authority employees. Said schedule shall be the basis for determining compensation, subject to audit and shall be updated by you in writing as required until your services under this Agreement are completed. The Authority reserves the right of approval of all personnel and billing rates for said personnel performing services under this Agreement. For compensation purposes under this Agreement, no said salary or amount shall exceed the salary or amount received by said personnel

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or rate customarily billed for a partner or principal as of the effective date of this Agreement unless the Director has been notified in advance, in writing, of the increased salary, rate or amount and approves the increase.

At the Authority’s discretion, in lieu of the compensation terms set forth in Section 7.A. above, Task Orders may be issued whereby lump sum compensation is required. Those lump sum Task Order requests will include terms and conditions with respect to compensation, and you shall be required to submit a staffing analysis. For Task Order requests issued whereby the terms and conditions as stated in Section 7.A. above apply, the attached approved salary schedule, or any previously Authority-approved salary increase shall prevail.

The Consultant shall verify that its employees, subconsultants, or subcontractors working under this Agreement are legally present and authorized to work in the United States, as per the federally required I-9 Program. Furthermore, upon request of the Authority, the Consultant shall furnish, or provide the Authority access to federal Form I-9 (Employment Eligibility Verification) for each individual hired by the Consultant, performing services hereunder. This includes citizens and noncitizens.

The Authority reserves the right to interview and approve any and all personnel, amounts, billing rates and salaries of said personnel performing services under this Agreement. Any costs incurred by the Consultant pertaining to interviews of prospective personnel, if any, are not billable to the Authority. When requesting salary or billing rate adjustments for one or more of its personnel, the Consultant shall submit his/her name, title, current direct hourly rate or billing rate, proposed new direct hourly salary or billing rate, resulting percentage increase, effective date and reason for the requested change, setting forth in detail any increased cost to the Consultant of providing the services under this Agreement which has given rise to the request for increased salary. For adjustments submitted after the effective date of this Agreement, the Authority will grant an increase only if the Consultant demonstrates compliance with all of the following conditions: that increases in salary, or partner's or principal's billing rate or amount, are a) in accordance with the program of periodic merit and cost of living increases normally administered by it, b) warranted by increased costs of providing services under this Agreement, c) based upon increases in salaries and billing rates which are generally applicable to all of Consultant’s clients and d) in accordance with the Authority’s salary rate increase policy for the current year for Authority employees possessing comparable skills and experience. If, during any calendar year, Authority limits are not available to the Consultant in a timely fashion, increases falling within such limits may be approved retroactively, as appropriate. The amount of increase in salary or billing rate, if any, to be applicable under this Agreement will in all cases be finally determined by the Director or their designee, in their sole and absolute discretion.

B. The Consultant will be compensated at an amount equal to the premium payments for overtime work or night work or for performing hazardous duty, actually paid to professional and technical employees, but not partners or principals, for time actually spent by them in the performance of services hereunder when such overtime or other premium payments have been demonstrated to be in accordance with the Consultant's normal business practice will be reimbursed by the Authority when they have been authorized in advance by the Director in writing.

The Project Manager for the Authority shall have the right to authorize and approve premium payments up to a total amount of one thousand dollars ($1,000) per occasion. Payments above said total amount shall be subject to the prior written authorization of the Director. Such premium

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payments to supervisory employees, who do not receive such payments in the Consultant's normal business practice will not be given under this Agreement.

C. The Consultant will be compensated at an amount equal to the amounts actually paid to subconsultants hereunder who have been retained after the written approval by the Director of the subconsultant and the compensation to be paid the subconsultant. The Consultant shall submit a copy of the terms and conditions of the subconsultant's compensation (including multiplier, if applicable), as well as an estimate of the number of hours required by the subconsultant to perform their services, as part of any request for approval of the subconsultant.

D. The Consultant will be compensated at an amount equal to the out-of-pocket expenses, approved in advance by the Director, necessarily and reasonably incurred and actually paid by you in the performance of your services hereunder. Out-of-pocket expenses are expenses that are unique to the performance of your services under this Agreement and generally contemplate the purchase of outside ancillary services, except that for the purpose of this Agreement, out-of-pocket expenses do include amounts for long distance telephone calls, rentals of equipment, travel and local transportation and meals and lodging on overnight trips.

The Authority will pay an amount approved in advance by the Director and computed as follows for the reproduction of submittal drawings, specifications and reports:

1) If the Consultant uses its own facilities to reproduce such documents, an amount computed in accordance with the billing rates the Consultant customarily charges for reproduction of such documents under agreements such as this, or

2) If the Consultant uses an outside vendor for the reproduction of such documents, the actual, necessary and reasonable amounts for the reproduction of such documents.

The Authority will not pay for expenses that are usually and customarily included as part of the Consultant's overhead. For the purposes of this Agreement out-of-pocket expenses do not include amounts for typing, utilization of computer systems, computer aided design and drafting (CADD), cameras, recording or measuring devices, flashlights and other small, portable equipment, safety supplies, phones, telephone calls, electronic messaging including Fax, or expendable office supplies. Unless otherwise indicated, required insurance is not a reimbursable expense.

When the Consultant uses its personal vehicle to provide services within the Port District, the Consultant will be reimbursed for travel expenses beyond normal commuting costs at a rate not higher than the Annual Federal Mileage Reimbursement Rate (as determined by the United States General Services Administration (GSA) – http://www.gsa.gov/portal/content/100715 per mile traveled by auto.

When the Consultant is asked to provide services outside the Port District, the actual cost of transportation as well as the cost for hotel accommodations and meals will be reimbursable hereunder when approved in advanced in writing by the Director. The cost for all meals and lodging on approved overnight trips is limited to the amounts established by the United States GSA for that locality.

GSA Domestic Rates: http://www.gsa.gov/portal/category/21287 You shall obtain the Director’s written approval prior to making expenditures for out-of-pocket expenses in excess of one thousand dollars ($1,000) per specific expenditure and for all overnight trips, which are reimbursable expenditures as set forth above. You shall substantiate all billings http://www.gsa.gov/portal/content/100715 http://www.gsa.gov/portal/category/21287

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for out-of-pocket expenses in excess of twenty-five dollars ($25) with receipted bills and shall provide said receipts with the appropriate billing.

E. As used herein:

"Port District" is a geographical area of about 1,500 square miles in the States of New York and New Jersey, centering about New York Harbor. The Port District includes the Cities of New York and Yonkers in New York State, the cities of Newark, Jersey City, Bayonne, Hoboken and Elizabeth in the State of New Jersey and over 200 other municipalities, including all or part of seventeen counties, in the two States.

"Salaries paid to employees" or words of similar import means salaries and amounts actually paid (excluding payments or factors for holidays, vacations, sick time, bonuses, profit participations and other similar payments) to…