AIDEA25-009 RFP - Attachment 5 - Sample PSA.pdf

Rev. 02/24

STANDARD AGREEMENT FORM FOR PROFESSIONAL SERVICES

1. Agency Contract Number 2. Solicitation No. 3. Agency Assigned Encumbrance Number

AIDEA25-xxx

AIDEA25-xxx

Purchase Order #

4. Contract Title

5. Alaska Business License Number

RFP TITLE TBD

This contract is between Alaska Industrial Development and Export Authority hereafter AIDEA or the Authority

6. Contractor

Vendor’s Name Hereafter the Contractor

7. Mailing Address Email:

Vendor’s Address Vendor@email.com 8.

ARTICLE 1. Appendices: Appendices referred to in this contract and attached to it are considered part of it.

ARTICLE 2. Performance of Service:

2.1 Appendix A (General Provisions), Articles 1 through 24, governs the performance of services under this contract.

2.2 Appendix B sets forth the liability and insurance provisions of this contract.

2.3 Appendix C sets forth the services to be performed by the Contractor.

ARTICLE 3. Period of Performance: The period of performance for this contract commences on: DATE, and concludes on: DATE, with an initial award amount of $20,000.00. The Contracting Agency reserves the right in its sole discretion to add additional funds to this contract, this includes three optional one-year extensions, each valued at up to $10,000.00. The total duration may extend up to five years, subject to the availability of funds and necessity, as determined at the sole discretion of the Contracting Agency.

ARTICLE 4. Considerations:

4.1 In full consideration of the Contractor's performance under this contract, the Authority shall pay the Contractor a sum not to exceed $50,000.00 in accordance with the provisions of Appendix D.

4.2 When billing the Authority, the Contractor shall refer to the Authority Number or the Agency Contract Number and send the billing to: aideaap@aidea.org

11. Authority of Attention:

Alaska Industrial Development and Export Authority Project Manager’s Name Mailing Address Email: pm_email@aidea.org 813 West Northern Lights Boulevard, Anchorage, AK 99503-2495 Telephone 907-771-XXX

12. CONTRACTOR

Name of Firm

Vendor’s Name Signature Date

Typed or Printed Name & Title of Authorized Representative

Vendor’s Name Vendor’s Title

13. Alaska Industrial Development and Export Authority

Date Date

Randy Ruaro, AIDEA Executive Director

Kelly Noble, AIDEA Chief Procurement Officer

NOTICE: This contract has no effect until signed by the EXECUTIVE DIRECTOR of agency or designee.

13. CERTIFICATION: I certify that the facts herein and on supporting documents are correct, that this voucher constitutes a legal charge against funds and appropriations cited, that sufficient funds are encumbered to pay this obligation, or that there is a sufficient balance in the appropriation cited to cover this obligation. I am aware that to knowingly make or allow false entries or alternations on a public record, or knowingly destroy, mutilate, suppress, conceal, remove or otherwise impair the verity, legibility or availability of a public record constitutes tampering with public records punishable under AS 11.56.815- .820. Other disciplinary action may be taken up to and including dismissal.

mailto:Vendor@email.com mailto:aideaap@aidea.org mailto:pm_email@aidea.org

Alaska Industrial Development and Export Authority Contract# 24xxx

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Appendix A. General Provisions Article 1. Definitions.

1.1 In this contract and appendices, "Project Director" or "Agency Head" means the Executive Director who signs this contract on behalf of the Authority and includes a successor or authorized representative; and "Chief Procurement Officer" means the person who signs this contract on behalf of the Requesting Agency and includes a successor or authorized representative.

1.2 "State Contracting Agency" or “Authority” means the Alaska Industrial Development and Export Authority for which this contract is to be performed and for which the Authorized Designee acted in signing this contract.

Article 2. Inspections and Reports.

2.1 The Authority may inspect, in the manner and at reasonable times it considers appropriate, all the contractor's facilities and activities under this contract.

2.2 The contractor shall make progress and other reports in the manner and at the times, the Authority reasonably requires.

Article 3. Disputes.

Any dispute concerning a question of fact arising under this contract which is not disposed of by mutual agreement shall be decided in accordance with 3 AAC 100.570 – 3 AAC 100.620.

Article 4. Equal Employment Opportunity.

4.1 The contractor may not discriminate against any employee or applicant for employment because of race, religion, color, national origin, or because of age, disability, sex, marital status, changes in marital status, pregnancy or parenthood when the reasonable demands of the position(s) do not require distinction on the basis of age, disability, sex, marital status, changes in marital status, pregnancy, or parenthood. The contractor shall take affirmative action to insure that the applicants are considered for employment and that employees are treated during employment without unlawful regard to their race, color, religion, national origin, ancestry, disability, age, sex, marital status, changes in marital status, changes in marital status, pregnancy or parenthood. This action must include, but need not be limited to, the following:

employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training including apprenticeship. The contractor shall post in conspicuous places, available to employees and applicants for employment, notices setting out the provisions of this paragraph.

4.2 The contractor shall state, in all solicitations or advertisements for employees to work on State of Alaska contract jobs, that it is an equal opportunity employer and that all qualified applicants will receive consideration for employment without regard to race, religion, color, national origin, age, disability, sex, marital status, changes in marital status, pregnancy or parenthood.

4.3 The contractor shall send to each labor union or representative of workers with which the contractor has a collective bargaining agreement or other contract or understanding a notice advising the labor union or workers' compensation representative of the contractor's commitments under this article and post copies of the notice in conspicuous places available to all employees and applicants for employment.

4.4 The contractor shall include the provisions of this article in every contract, and shall require the inclusion of these provisions in every contract entered into by any of its subcontractors, so that those provisions will be binding upon each subcontractor. For the purpose of including those provisions in a contract or

Page 3 Revised 02/24 subcontract, as required by this contract, “contractor” and “subcontractor” may be changed to reflect appropriately the name or designation of the parties of the contract or subcontract.

4.5 The contractor shall cooperate fully with the Authority efforts which seek to deal with the problem of unlawful discrimination, and with all other Authority efforts to guarantee fair employment practices under this contract, and promptly comply with all requests and directions from the State Commission for Human Rights or any of its officers or agents relating to prevention of discriminatory employment practices.

4.6 Cooperation in paragraph 4.5 includes, but is not limited to, being a witness in any proceeding involving questions of unlawful discrimination if that is requested by any official or agency of the State of Alaska;

permitting employees of the contractor to be witnesses or complainants in any proceeding involving questions of unlawful discrimination, if that is requested by any official or agency of the State of Alaska;

participating in meetings; submitting periodic reports on the equal employment aspects of present and future employment; assisting inspection of the contractor's facilities; and promptly complying with all Authority directives considered essential by any office or agency of the State of Alaska to insure compliance with all federal and State laws, regulations, and policies pertaining to the prevention of discriminatory employment practices.

4.7 Failure to perform under this article constitutes a material breach of contract.

Article 5. Termination.

The Project Director, by written notice, may terminate this contract, in whole or in part, when it is in the best interest of the State. The Authority is liable only for payment in accordance with the payment provisions of this contract for services rendered before the effective date of termination.

Article 6. No Assignment or Delegation.

The contractor may not assign or delegate this contract, or any part of it, or any right to any of the money to be paid under it, except with the written consent of the Project Director and the Agency Head.

Article 7. No Additional Work or Material.

No claim for additional services, not specifically provided in this contract, performed or furnished by the contractor, will be allowed, nor may the contractor do any work or furnish any material not covered by the contract unless the work or material is ordered in writing by the Project Director and approved by the Agency Head.

Article 8. Independent Contractor.

The contractor and any agents and employees of the contractor act in an independent capacity and are not officers or employees or agents of the Authority in the performance of this contract.

Article 9. Payment of Taxes.

As a condition of performance of this contract, the contractor shall pay all federal, State, and local taxes incurred by the contractor and shall require their payment by any Subcontractor or any other persons in the performance of this contract. Satisfactory performance of this paragraph is a condition precedent to payment by the Authority under this contract.

Article 10. Ownership of Documents.

All designs, drawings, specifications, notes, artwork, and other work developed in the performance of this agreement are produced for hire and remain the sole property of the Authority and may be used by the Authority for any other purpose without additional compensation to the contractor. The contractor agrees not to assert any rights and not to establish any claim under the design patent or copyright laws.

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The contractor, for a period of three years after final payment under this contract, agrees to furnish and provide access to all retained materials at the request of the Project Director. Unless otherwise directed by the Project Director, the contractor may retain copies of all the materials.

Article 11. Governing Law.

This contract is governed by the laws of the State of Alaska. All actions concerning this contract shall be brought in the Superior Court of the State of Alaska.

Article 12. Conflicting Provisions.

Unless specifically amended and approved by the Authority of Law the General Provisions of this contract supersede any provisions in other appendices. The contractor specifically acknowledges and agrees that provisions in any form contracts it appends hereto that purport to (1) waive the State of Alaska’s sovereign immunity, (2) impose indemnification obligations on the State of Alaska that are not conditioned on legislative appropriation, or (3) seek to limit liability of the contractor for acts of contractor negligence, are expressly superseded by this contract and are void.

Article 13. Officials Not to Benefit.

Contractor must comply with all applicable federal or State laws regulating ethical conduct of public officers and employees.

Article 14. Covenant against Contingent Fees.

The contractor warrants that no person or agency has been employed or retained to solicit or secure this contract upon an agreement or understanding for a commission, percentage, brokerage or contingent fee except employees or agencies maintained by the contractor for the purpose of securing business. For the breach or violation of this warranty, the Authority may terminate this contract without liability or in its discretion deduct from the contract price or consideration the full amount of the commission, percentage, brokerage or contingent fee.

Article 15. Integration

The Standard Agreement for Professional Services set out on page 1, together with Appendices A, B, C, and D, contain the complete and final statement of the terms the parties have agreed upon with respect to the subject matter covered. No prior agreements, representations or negotiations, whether written or oral, that are not expressly set out in this contract shall be binding on, or enforceable against, or may be relied upon by, any party.

Article 16. Contract Personnel

The Authority reserves the right to approve or disapprove any change in the successful Offeror's project team members whose participation in the project is specifically offered in the proposal. Similarly, changes in the amount of participation by key project members will require AIDEA approval. This is to ensure that persons with vital experience and skill remain fully involved in the project.

Requests for any change in contractor personnel shall be submitted in writing to the Authority for the Authority's review and sign-off before the change is made. Contractor personnel changes not approved by the Authority may be cause for the Authority to terminate the contract.

Article 17. Subcontractors

The Authority must approve the use or replacement of subcontractors. The Contractor must provide a list of potential subcontractors, a one-page resume for each subcontractor including brief descriptions of previous work, and three references. Replacement of subcontractors may only be made in accordance with approval of the Project Manager and the terms of the final negotiated contract.

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Article 18. Contract Invalidation If any provision of the contract awarded as a result of this RFP is found to be invalid, such invalidation will not be construed to invalidate the entire contract.

Article 19. Termination for Default

If the Contractor refuses or fails to perform the work, or any separable part thereof, with such diligence as will ensure its completion within the written contracted time frame, the Authority may, by written notice to the Contractor, terminate the right to proceed with the work or such part of the work as to which there have been delays. This clause does not restrict AIDEA termination rights under the general contract provisions of Appendix A, which is attached to this RFP in the contract documents package.

Article 20. Conflict of Interest

The Contractor may be precluded from participating in future projects during the period of the contract if the Authority determines that such work is in conflict with the performance of this contract and would result in a financial benefit to the Contractor.

Article 21. News Releases

News releases pertaining to the contract shall not be made without prior approval of the Project Manager.

The Contractor will be required to coordinate with Project Manager before making any response to a request for information regarding any work or work products related to this contract.

Article 22. Contract Changes

During the course of performing the work required by this contract, the Contractor may be requested to perform additional work within the general scope of the contract.

When additional work is required, the Project Manager shall send to the Contractor a description of the work to be accomplished and request that a proposal be offered within a given time period. No additional work shall commence by the Contractor without an approved written contract amendment by the Procurement Officer.

Article 23. Confidentiality and Ownership of Documents

Contractor agrees that all confidential information shall be used only for purposes of providing the deliverables and performing the services specified herein and shall not disseminate or allow dissemination of confidential information except as provided for in this section. The contractor shall hold as confidential and will use reasonable care (including both facility physical security and electronic security) to prevent unauthorized access by, storage, disclosure, publication, dissemination to and/or use by third parties of, the confidential information. “Reasonable care” means compliance by the contractor with all applicable federal and state law, including the Social Security Act and HIPAA. The contractor must promptly notify the Authority in writing if it becomes aware of any storage, disclosure, loss, unauthorized access to or use of the confidential information.

Confidential information, as used herein, means any data, files, software, information or materials (whether prepared by the Authority or its agents or advisors) in oral, electronic, tangible or intangible form and however stored, compiled or memorialized that is classified confidential as defined by State of Alaska classification and categorization guidelines (i) provided by the Authority to the contractor or a contractor agent or otherwise made available to the contractor or a contractor agent in connection with this contract, or (ii) acquired, obtained or learned by the contractor or a contractor agent in the performance of this contract. Examples of confidential information include, but are not limited to:

technology infrastructure, architecture, financial data, trade secrets, equipment specifications, user lists, passwords, research data, and technology data (infrastructure, architecture, operating systems, security tools, IP addresses, etc.).

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Article 24. Reimbursement to the Authority for Unacceptable Deliverables The Contractor is responsible for quality, occurrence and completion of all work identified by the contract.

All work shall be subject to evaluation and inspection by the Authority at all times to assure satisfactory progress, to be certain that work is being performed in accordance with the contract specifications, terms and conditions, and to determine if corrections and modifications are necessary. Should such inspections indicate substantial failure on the part of the Contractor, the Authority may terminate the contract for default. Furthermore, the Authority may require the Contractor to reimburse any monies paid (pro rata based on the identified proportion of unacceptable products received) and any associated damage costs.

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Appendix B. Indemnification and Insurance B2

Article 1. Indemnification The contractor shall indemnify, hold harmless, and defend the contracting agency from and against any claim of, or liability for error, omission or negligent act of the contractor under this agreement. The contractor shall not be required to indemnify the contracting agency for a claim of, or liability for, the independent negligence of the contracting agency. If there is a claim of, or liability for, the joint negligent error or omission of the contractor and the independent negligence of the contracting agency, the indemnification and hold harmless obligation shall be apportioned on a comparative fault basis. “Contractor” and “contracting agency”, as used within this and the following article, include the employees, agents and other contractors who are directly responsible, respectively, to each. The term “independent negligence” is negligence other than in the contracting agency’s selection, administration, monitoring, or controlling of the contractor and in approving or accepting the contractor’s work.

Article 2. Insurance Without limiting contractor's indemnification, it is agreed that contractor shall purchase at its own expense and maintain in force at all times during the performance of services under this agreement the following policies of insurance. Where specific limits are shown, it is understood that they shall be the minimum acceptable limits. If the contractor's policy contains higher limits, the state shall be entitled to coverage to the extent of such higher limits.

Certificates of Insurance must be furnished to the contracting officer prior to beginning work and must provide for a notice of cancellation, non-renewal, or material change of conditions in accordance with policy provisions. Failure to furnish satisfactory evidence of insurance or lapse of the policy is a material breach of this contract and shall be grounds for termination of the contractor's services. All insurance policies shall comply with and be issued by insurers licensed to transact the business of insurance under AS 21.

2.1 Workers' Compensation Insurance: The Contractor shall provide and maintain, for all employees engaged in work under this contract, coverage as required by AS 23.30.045, and; where applicable, any other statutory obligations including but not limited to Federal U.S.L. & H. and Jones Act requirements. The policy must waive subrogation against the State.

2.2 Commercial General Liability Insurance: covering all business premises and operations used by the Contractor in the performance of services under this agreement with minimum coverage limits of $300,000 combined single limit per claim.

2.3 Commercial Automobile Liability Insurance: covering all vehicles used by the Contractor in the performance of services under this agreement with minimum coverage limits of $300,000 combined single limit per claim.

2.4 Professional Liability Insurance: covering all errors, omissions or negligent acts in the performance of professional services under this agreement. Limits required per the following schedule:

Contract Amount Minimum Required Limits Under $100,000 $300,000 per Claim / Annual Aggregate

$100,000-$499,999 $500,000 per Claim / Annual Aggregate $500,000-$999,999 $1,000,000 per Claim / Annual Aggregate $1,000,000 or over Refer to Risk Management

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Appendix C. Description of Services

Should there be a conflict among documents; the following order of precedence shall govern the resolution of conflicts:

First, this contract document, Second, the RFP 24XXX, Third, Vendor Name’s proposal.

Scope of Work

TBD

Deliverables

• TBD

The location of the services is statewide depending on the specific task awarded through future Notice to Proceeds (NTP's). Travel may be necessary at times with some tasks.

Substantive Decisions and Communication All substantive decisions regarding the scope of work, and intended course of action shall be made by the Project Manager. Prior to the finalization of any letter, litigation filing, or taking substantive action as to a matter, the Contractor shall seek the consent and approval of the Project Manager. The Contractor must also promptly provide the Project Manager electronic copies of all documents sent out the door physically or electronically on AIDEA’s behalf and all documents received by the Contractor physically or electronically on AIDEA’s behalf (such as letters and pleadings filed by opposing parties).

This document does not and is not intended to include or address every item that will be included or addressed in the contract for professional services.

AIDEA makes no guarantee to any minimum or maximum amount of work that the contractor may perform under this contract. AIDEA shall issue Notices to Proceed (NTP) to authorize work against the contract.

All task orders will include a Project Management component. Any trip reports shall be submitted to the project manager within 30 days of travel.

The Contractor shall report and invoice monthly on each project with a synopsis of deliverables completed and submit brief monthly progress reports (1-2 pages) that include a description of the activities and/or deliverables completed that period and expenses incurred for each project, budget status, and planned activities for the next quarter.

Contract Term and Work Schedule:

The length of the contract will be from DATE and ends DATE. The contract may be extended three (3) one-year

(1) extensions term agreements for these services. The duration may be up to five (5) years based on available funding and contractor performance.

Firms may apply for one or more specialty areas. At present there is not an estimate on the specific number of hours of legal services that may be required annually in any specialty area. Some areas may require only infrequent services. The actual number of hours will depend in large part on the Authority’ legal needs in a particular specialty area.

Unless otherwise provided in this RFP, AIDEA and the successful Offeror/contractor agree:

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(1) that any extension of the contract excluding any exercised renewal options, will be considered as a month-to-month extension, and all other terms and conditions shall remain in full force and effect and

(2) the Contracting Officer will provide notice to the contractor of the intent to cancel such month-to-month extension at least 30 days before the desired date of cancellation. A month-to-month extension may only be executed by the Contracting Officer via a written contract amendment.

This contract is an as-needed professional services contract and does not, by itself, obligate the Authority. The Authority's obligation will commence when the Executive Director of Alaska Industrial Development & Export Authority or the Executive Director’s designee approves the Notice to Proceed. Upon written notice to proceed is issued to the contractor, the Authority may set a different starting date for the contract.

Assignments will be tasked at the discretion of the Authority. If agreement on scope, schedule, or costs for a specific project/NTP cannot be reached, the Authority reserves the right to terminate negotiations.

Any changes to scope, schedule or budget requires an NTP amendment and is not effective until a signed Amendment is issued.

The Authority shall not be obligated to the Contractor in any way if the Contractor acts on communications issued by anyone other than the Authority's Project Manager or his designee. The Authority will not be responsible for any work done by the contractor, even work done in good faith, if it occurs prior to the contract start date set by the Authority.

Alaska Industrial Development and Export Authority (AIDEA) and Vendor’s Name agree:

(1) that any extension of the contract excluding any exercised renewal options, will be considered as a month-to-month extension, and all other terms and conditions shall remain in full force and effect; and,

(2) the Chief Procurement Officer will provide notice to the contractor of the intent to cancel such month-to-month extension at least 30 days before the desired date of cancellation.

A month-to-month extension may only be executed by the Chief Procurement Officer via a written Contract Amendment.

Conflict of Interest Each quote shall include a statement indicating whether or not the firm or any individuals working on the contract has a possible conflict of interest (e.g., currently employed by the State of Alaska or formerly employed by the State of Alaska within the past two years) and, if so, the nature of that conflict.

The Executive Director of Alaska Industrial Development & Export Authority reserves the right to consider a Quote non-responsive and reject it or cancel the award if any interest disclosed from any source could either give the appearance of a conflict or cause speculation as to the objectivity of the program to be developed by the offeror.

The Executive Director's determination regarding any questions of conflict of interest shall be final.

ADMINISTRATIVE REQUIREMENTS

The Contractor shall not perform services or incur billable expense except as authorized by issued Notice to Proceed (NTP). The Contractor shall be responsible for all tasks and services authorized by the Notice to Proceed (NTP) signed by the designee established by the Authority, and shall provide such services in accordance with the project schedule.

Submittal Requirements. Deliverables shall be compatible with standard commercial software, and submitted in

PDF.

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AIDEA reserves the right to amend the contract for the addition of as-needed tasks and extend the period of performance.

INSURANCE REQUIRED:

As required by Appendix B2, Evidence of Insurance executed by the carrier's representative and issued to the Authority, shall consist of a Certificate of Insurance or the policy declaration page with required endorsements and certifications included or attached. If a certificate is provided such evidence must include language substantially as follows:

“All policies described herein comply with all aspects of the insurance requirements of the Contract Documents for:

Project Title: 24xxx Project Number(s): “RFP TITLE”

A copy of insurance requirements for this Contract is attached for your convenience. We suggest you provide a copy of the insurance requirements and this letter to your carrier(s).

Note: You are reminded that your insurance carrier must list the Alaska Industrial Development and Export Authority as an additional insured for all liability coverage per the contract specifications. The Certificate Holder shall be as follows:

Alaska Industrial Development and Export Authority 24xxx - RFP TITLE 813 West Northern Lights Blvd.

Anchorage, Alaska 99503

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Appendix D. Payment of Services

This contract is a Firm Fixed Price Hourly Rate. Payment for services provided shall not exceed $100,000.00 for the period of performance of this contract and subject to availability of funds and necessity.

The period of performance for this contract from the date of award for (2) two-year with the option for the Authority to renew three (3) additional one-year periods.

Contracted Rates:

Services on this contract will be billed according to the following:

# Position Name Hourly Rate 1 Managing Director X X 2 Senior Manager X X 3 Manager X X 4 Senior Associate X X

Billing rates are capped for one year from date of execution of the Contract. If after one year the Contractor wishes to seek an adjustment to its billing rates, the Contractor shall:

A. notify the Project Manager and obtain approval in writing at least sixty (60) days before activating any change in billing rates B. specify the impact the rate adjustment would have on the existing work plan and budget and C. limit the change in any individual billing rate to an amount that does not exceed the percentage increase in the Consumer Price Index (CPI) for the locale from which the services are being rendered, or obtain the approval of the Project Manager for any increase above the CPI.

If billing rates are increased under this Article, the new rates shall be capped for one year following the date of the increase date of the increase.

The Contractor shall provide an invoice for services performed. The invoice shall specifically describe the services and other items for which the billing is submitted. Billing shall be submitted within a month after the month in question. The Authority reserves the right not to pay if submitted after that time.

Travel Expenses Contractor’s employees on travel status will be compensated for food and lodging expenses in accordance with the State of Alaska Admin Manual for Travel (AAM 60 Sections 200, 220, 240, 250, and 260). AAM 60. TRAVEL (alaska.gov). In determining M&IE Rates contractors will use the XE - Executives schedules. Links to current State of Alaska Per Diem Rates can be found at: http://doa.alaska.gov/dof/travel/resource/rates.pdf.

Invoicing The Contractor will submit monthly invoices detailing services performed in accordance with Appendix C.

The invoice must:

• Reference the Contractor’s name, address and phone number: Vendor’s Name, Vendor’s Address

• Reference the contract number: 24xxx

• Reference AIDEA

• Include an invoice number

• Itemize the contractual services provided during the period invoiced as described

• Identify deliverable performed

• Specify how many hours worked.

https://doa.alaska.gov/dof/manuals/aam/resource/60t.pdf https://doa.alaska.gov/dof/manuals/aam/resource/60t.pdf http://doa.alaska.gov/dof/travel/resource/rates.pdf

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• Provide support for all travel and out of pocket expenses.

• Itemize the contractual services provided during the period invoiced as described in Appendix C.

The Contractor shall submit invoices to the address specified below or to AIDEAAP@aidea.org no later than 30 days after the end the period for which services were performed. Failure to include the required information on the invoice may cause an unavoidable delay to the payment process. The AIDEA will pay all invoices within thirty

(30) days of invoice approval by the Project Director.

Alaska Industrial Development and Export Authority 813 W Northern Lights Blvd.

Anchorage, AK 99503

Notwithstanding any other provision of this contract, it is understood and agreed that AIDEA shall withhold payment at any time the Contractor fails to perform work as required under Appendix C and/or D of this contract.

mailto:AIDEAAP@aidea.org

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NOTICE TO PROCEED &

BILLING SUMMARY

For: #REF! #REF! #REF!

NTP No:

#REF!

Agreement No: #REF!

Accounting Ref No.:

#REF!

Contract Expiration Date: #REF!

Contractor: #REF!

Project Title: #REF!

Category of Services: #REF!

NTP Completion Date: #REF!

Amount of this NTP/Amend.: #REF!

Method of Payment: #REF!

NOTICE TO PROCEED

BILLING S UMMARY

This Invoice is for [ ] Progress [ OR] Final Payment OR Sequential Invoice # for this [

GL

Account Code

Funding Exp.

Date

Authorized Task Groups

Authorized To -

Date

Prior

Approved Paymen

This Billing

Total To - Date

Total Amount Authorized for All Groups $0.00 Sum of Prior APPROVED Payments 0.00

Sum for THIS INVOICE 0.00 Sum of Prior Payments and this Invoice 0.00

Balance of Authorized Amount $0.00

Payment Request & Certification: (Contractor)

Signature Date

Department of Labor Close-Out Required?

(Construction)

Name: #REF!

Approval for Payment PAYMENT RECOMMENDED (Agency Project Manager): I certify this invoice to be valid and accurate and that services were performed substantially in conformance with the contract requirements and schedule.

PAYMENT APPROVED (Authorized Agency Official): Based upon the Project Manager's recommendation and certification, I hereby approve payment.

Signature Signature Date

Name: #REF! Name:

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INSTRUCTIONS TO

CONTRACTOR for

COST REIMBURSEMENT NOTICE TO PROCEED (NTP)

& BILLING

SUMMARY

1 Retain an unmarked, as issued, copy of this form to be used for reproduction and billing.

2 If this NTP is unacceptable, notify the Contracting Agency immediately. If acceptable, acknowledge by signature where indicated on a copy of this NTP and return it within ten days after your receipt.

3 Submit monthly Invoices to the Agency Contract Manager named in this NTP. Provide a copy of page one of this form as the FACE PAGE of each invoice submitted and with the following entries accurately completed:

a) Indicate if the Invoice is for Progress or Final Payment and show the Sequential Invoice Number for this NTP.

Entries in the following columns: Prior Approved Payments, This Billing, and Total to Date for each Task Group;

b) plus the SUM TOTALS for: Authorized To - Date, Prior APPROVED Payments, THIS INVOICE, Prior Payments plus this Invoice, and Balance of Authorized Amount.

Note "Prior APPROVED Payments" amounts may NOT be the same as the total of all your prior invoices if some items were disallowed or adjustments were made. If a prior billing has not been acknowledged with any payment, or a different amount from your billing was paid without notification to you of the reason(s), attach a request for an explanation and remedial action.

4 Sign, date and enter printed or typed name under "PAYMENT REQUEST (Contractor)" thereby attesting to the following:

"By signature on this form, the Contractor certifies entries to be true and correct for the services performed to date under or by virtue of said Agreement and in accordance with AS 36.30.400. The Contractor further certifies that all applicable Federal, State and Local taxes incurred by the Contractor in the performance of the services have been paid and that all Subcontractors engaged by the Contractor for the services included in any invoice shall be fully compensated by the Contractor for such services."

5 When Applicable, ATTACH A CURRENT COPY OF EXHIBIT C-4, COST REIMBURSEMENT BILLING DETAIL FORM (from Appendix C of the Agreement) to each invoice. Internally check the form and correct mathematical extensions.

The Contracting Agency may return erroneous invoices for correction before processing for payment.

6 Substantiate all charges in each billing, other than for Fixed Prices or Fixed Fees, by attaching a summary of hours expended and hourly labor rate per employee; summary of units completed; subcontractor invoices; expense receipts, etc.; or other proof of expenditures.

7 Prime Contractor’s Labor and Indirect Cost shall be billed to the Contracting Agency within 45 days of performance.

Subcontractors’ Labor and Indirect Cost shall be billed to the Contracting Agency within 60 days of performance. All of the Contractor’s and Subcontractors’ Other Direct Costs (Expenses) shall be billed to the Contracting Agency within 90 days of being incurred. Charges submitted after the above stated times will, at the Contracting Agency’s discretion, not be paid.

8 When each NTP is approximately 75% complete, the Contractor shall determine if the Authorized Amount(s) might be exceeded;

and, if so, shall provide an estimate of cost to complete. The Contracting Agency will determine after discussion with the Contractor if additional cost is reasonable and does not include costs that should be absorbed by the Contractor. If additional cost is validated, a negotiated Amendment will be executed which either (1) reduces the scope of services/work products required commensurate with the Authorized Amount(s), or (2) increases the Authorized Amount(s) to that required for completion of the original contract scope.

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ALASKA INDUSTRIAL DEVELOPMENT AND EXPORT AUTHORITY

Certification of Contractor and Lower-Tier Participants Regarding Debarment, Suspension, and Other

Ineligibility and Voluntary Exclusion

I, hereby certify on behalf

(Name and title of official) of that:

(Name of contractor)

(1) The prospective contractor and lower tier participant certifies, by submission of this bid or proposal, that neither it nor its "principals" [as defined at 49 C.F.R. § 29.105(p)] is presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any Federal department or agency. In the event, your company or any principals become ineligible from participating in federally funded transactions, you are required to notify us immediately.

(2) When the prospective contractor and lower tier participant is unable to certify to the statements in this certification, such prospective participant shall attach an explanation to this proposal.

Executed this day of , 20

By:

(Signature of authorized official)

(Title of authorized official)

Contractor

PLEASE INSERT YOUR COMPANY'S NAME AND ADDRESS IN THIS BOX

Page 16 Revised 02/24

Insurance coverage for the successful proposer

Page 17 Revised 02/24

Alaska Business Licenses Verified

Valid Alaska business license required at the time the contract is awarded per AS 36.30.110. To qualify as an Alaska bidder, as defined under AS 36.30.990(2), a valid Alaska business license is required at the time designated for bid opening.

Page 18 Revised 02/24

SAMS Check on Proposer

Page 19 Revised 02/24

Successful Technical Proposal

Page 20 Revised 02/24

Successful Price Proposal