Procurement Department Telephone: (718) 320-3300 2049 Bartow Avenue Facsimile: (718) 320-3200 Bronx, New York 10475-4316

Request for Proposal

THE TERMS AND CONDITIONS IN THIS RFP ARE NOT FINAL

Bid Number 4328 – INSTALLATION OF HOLLOW METAL DOORS AND FRAMES

INTRODUCTION

Riverbay Corporation, commonly known as “Co-op City,” is the largest affordable housing community in the United States. Riverbay was established more than 50 years ago to provide affordable housing for middle-income, working-class households pursuant to Article II of the New York State Private Housing Finance Law. Riverbay is a “Mitchell-Lama” cooperative, supervised and regulated by New York State Homes and Community Renewal. Riverbay consists of 15,372 residential units, 14,900 of which are residential apartments located in 35 high-rise towers and 472 of which are townhouses located in seven (7) separate clusters, on a 330-acre campus in the Bronx.

Riverbay also owns and operates three (3) retail shopping centers with 150 commercial stores, 50 commercial offices located on the ground floor of the various high-rise towers, 8 multi-story garages with 10,790 parking spaces, a forty-megawatt (40MW) electric generating facility, and various recreational and community facilities. Riverbay has approximately 1,000 employees and is home to approximately 55,000 individuals.

Riverbay is seeking a qualified contractor to provide all labor, materials and service for the installation of hollow metal doors and frames in accordance with the attached scope of work.

Riverbay Corporation Bid Solicitation Submission Requirements

To ensure your proposal is considered complete and responsive, please review the following requirements & checklist carefully. Failure to adhere to these instructions may result in the disqualification of your bid.

BIDS ARE DUE NO LATER THAN 4 PM ON: SEPTEMBER 1, 2026

1. Critical Bid Submission Rules:

Submission Deadline: LATE SUBMISSIONS WILL NOT BE ACCEPTED.

A. Electronic Bidding: All bids must be submitted via the BidNet System.

For Issues with BidNet system: Phone support (800) 835-4603 (Option 2)

Support Email: support@bidnet.com

B. Modification or Withdrawal of Bids:

o A Bid may not be modified, withdrawn or canceled by the Bidder following the time and date designated for receipt of Bids, and each Bidder so agrees by submission of a Bid.

2. Pricing & Bid Form:

To receive consideration, please make all Bids in accordance with the following:

A. This RFP is a formal request for your best and final offer regarding the referenced solicitation. Bidders are encouraged to submit the most competitive pricing.

B. Submit bids in the BidNet system or upon the bid forms provided in the RFP, properly executed and with all line items filled out. You must provide pricing for each line item listed on the platform. Failure to do so may result in disqualification of your bid proposal.

C. Do not change the wording of, nor add words to, the Bid Form. Unauthorized conditions, limitations, or provisions attached to the proposal may be cause for rejection of the bid proposal. Alterations by erasure must be explained or noted in the RFP.

D. Bids shall not contain any recapitulation of the work to be done.

mailto:support@bidnet.com

E. As made be applicable The bidder has the choice of bidding this project as Union and/or Non-Union. The choice is at the discretion of the bidder. Please note on your bid submission form union or non-union.

3. RFP Meetings and RFI’s:

A. Pre-Bid Meetings: If noted in the RFP document please make best efforts to attend.

Microsoft Teams Meeting 8-25-2026 at 10:30 AM Meeting ID: 242 526 134 008 361

Password: RF6Ej3KC

B. Mandatory Pre-Bid Meeting: If noted in the RFP document, the bidder must attend. Attendance at meeting required for bidder submission to be accepted.

C. Request for information (RFI): All RFI’s are to be submitted in the BidNet platform, by the due date noted in the RFP document.

D. Responses to RFI will be provided as noted in the RFP document via BidNet.

E. Please be sure to fill out Appendix B and the bid form and upload it to BidNet.

4. Technical Proposal Requirements:

Your technical response must demonstrate your organization's technical & professional competence and specific approach to the project:

A. Methodology (Means & Methods): Provide a detailed description of the specific techniques, tactics, tools, and strategies you will use to meet the project scope and deliverables.

B. Project Schedule or Timeline: Include expected start and completion dates, and timeframe of project and key project phases, and critical milestones.

C. Safety Compliance: For all construction and project work, vendors must acknowledge and comply with the Riverbay Construction Safety Policy.

5. Qualifications & Company Profile:

Provide a concise overview of your firm and the team assigned to this project:

A. Company Overview: Include company name, logo, locations, contact info, mission/vision, and history.

B. Technical Competence: Explain why your organization is the best fit for this specific scope.

C. Experience: Provide a history of past performance on projects of similar size and complexity.

D. Key Personnel: Attach resumes or CVs for the team members who will be directly executing the work.

E. References: Provide contact details for five (5) past clients who can provide feedback of work experience and quality of performance. Provide company name, contact name, telephone number and email address.

6. Sub-Contractors:

A. Each Bidder shall include with the Bid a list of all subcontractors to whom bidder proposes to let portions of the Work. Such list shall include the name, address and principals of the proposed subcontracting firm.

B. The Owner reserves the right to reject any proposed subcontractor, and the successful Bidder (the Contractor) shall not contract with any person or entity to whom the Owner objects.

C. Prior to the execution of the Contract, the successful Bidder shall meet with the Owner Representative and/or Architect/Engineer to review the list of proposed subcontractors. The successful Bidder agrees to substitute for the proposed subcontractors such subcontractors as the Owner may request, to which the successful Bidder has no reasonable objection. Should a substitution requested by the Owner involve a change in the subcontract amount, the Contract Price will be adjusted as mutually agreed between the successful Bidder and the Owner.

7. Insurance:

The successful Bidder and sub-contractors will be required to procure and pay for the types of insurance referenced in the RFP document, as per Riverbay’s requirements, prior to commencement of work.

PAYMENT

All invoices are to be sent directly to the Accounts Payable department for remittance of payment:

Riverbay Corporation 2049 Bartow Avenue Bronx, New York 10475 AccountsPayable@riverbaycorp.com

Payment(s) shall be made within (45-60) days of receipt of proper invoice(s) for work completed mailto:AccountsPayable@riverbaycorp.com the previous month. There will be no penalty for late payments.

VENDOR/CONSULTANT are advised that they must submit monthly invoices within 30 days after the month services were performed. Invoices submitted 90 days or more after the month services were performed will not be paid by Riverbay.

NON-COLLUSIVE BIDDING PROCEDURES:

1. By submission of this bid, each bidder and each person signing on behalf of any bidder certifies, and in the case of a joint bid each party thereto certifies as to its own organization, under penalty of perjury, that to the best of his knowledge and belief:

(i) The prices in this bid have been arrived at independently without collusion, consultation, communication, or agreement, for the purpose of restricting competition, as to any matter relating to such prices with any other bidder or with any competitor;

(ii) Unless otherwise required by law, the prices which have been quoted in this bid have not been knowingly disclosed by the bidder and will not knowingly be disclosed by the bidder prior to opening, directly or indirectly, to any other bidder or to any competitor; and

(iii) No attempt has been made or will be made by the bidder to induce any other person, partnership, or corporation to submit or not to submit a bid for the purpose of restricting competition.

2. A bid shall not be considered for award nor shall any award be made where (1) (i), (ii) and

(iii) above have not been complied with; provided, however, that if in any case the bidder cannot make the foregoing certification, the bidder shall so state and shall furnish with the bid a signed statement which sets forth in detail the reasons therefore. Where (1) (i), (ii) and (iii) above have not been complied with, the bid shall not be considered for award, nor shall any award be made unless the municipal housing authority to which the bid is made determines that such disclosure was not made for the purpose of restricting competition.

3. The fact that a bidder (a) has published price lists, rates, or tariffs covering items or services being procured, (b) has informed prospective customers of proposed pending publication or new or revised price lists for such items or services, or (c) has sold the same services or items to other customers at the same prices being bid, does not constitute, without more, a disclosure within the meaning of paragraph (1) of this certification.

4. Any bid hereafter made to Riverbay by a corporate bidder for work or services performed or to be performed or goods sold or to be sold where competitive bidding is required by statute, rule, regulation, or local law, and where such bid contains the certification referred to in paragraph "b" of this subdivision, shall be deemed to have been authorized by the board of directors of the bidder, and such authorization shall be deemed to include the signing and submission of the bid and the inclusion therein of the certificate as to non-collusion as the act and deed of the corporation.

EVALUATION CRITERIA:

The following criteria should be fully met by the respondent and will be used as a guide by Riverbay to evaluate the proposal:

RFP Criteria and Point Values:

Criteria Possible Points 1 Bidder’s Past Experience & Performance: The contractor shall include a list of the last five projects that it managed of similar facilities, scope, size & cost of work, with customer reference contact information. Provide if Project completed on budget, project schedule, actual project duration, quality of workmanship and if project specs were met. Provide copy of On-Site safety plan.

2 Bidder’s Cost of Services: This criterion will evaluate the contractor’s cost of the services/goods of the base contract. 20

3 Bidder’s ability to undertake the entire scope of work: This criterion will evaluate the contractor’s ability to address the entire scope of work of project and ability to provide the necessary onsite personnel with ability to perform work proficiently & Contractor means and methods.

4 Bidder’s ability to comply with Bid Instructions: This criterion will evaluate the contractor’s submission of complete bid documents and requests, such as (bonds, pricing, contract docs, references, etc.)

Total Score for Proposal Criteria 100

Notwithstanding the above criteria, Riverbay retains the discretion not to award any contract, and/or to determine in its sole judgment, the lowest qualified bidder.

FORM OF CONTRACT:

Successful bidders will be required to enter into a written contract with Riverbay, based upon the business terms of a bid found acceptable to Riverbay and Riverbay’s Standard Form of Contract, the terms of which are set forth below. All contracts are subject to review and approval by New York State Homes and Community Renewal (“HCR”).

TERMS AND CONDITIONS OF STANDARD RIVERBAY CONTRACT

The following terms and conditions will be made a part of any Contract that may be awarded pursuant to this Bid.

If Bidder is unable or unwilling to comply with any such terms, disclosure must be made in the Bid, together with a brief narrative explaining why the deviation is required or why the standard term is not applicable to this Bid.

TERMS & CONDITIONS:

The following Terms & Conditions are a material part of this Agreement.

1. INDEMNITY:

VENDOR/CONSULTANT shall to the fullest extent permitted by law indemnify and hold harmless Riverbay Corporation, The New York State Division of Housing and Community Renewal ("D.H.C.R."), Wells Fargo Bank, NA, the State of New York Mortgage Agency (SONYMA), the U.S. Department of Housing & Urban Development, the NYC Housing Development Corporation and Residential Management Group LLC dba Douglas Elliman Property Management (for purposes of this section, the word "Riverbay" shall be deemed to include its respective directors, officers, employees, representatives and agents, and the word "D.H.C.R." shall be deemed to include the State of New York and any of its agencies, department officials, employees, representatives and agents) from all claims, actions, demands, damages, costs and expenses (including reasonable legal fees) judgments and settlements of any nature whatsoever due to the negligent performance by the VENDOR/CONSULTANT of its duties or obligations under this Agreement, and shall, at the request of Riverbay, and/or the D.H.C.R.

assume, without expense to Riverbay and the D.H.C.R., the defense of any such claims, actions and demands.

2. INSURANCE PROVISIONS:

(a) Before commencing the work or providing any services under the terms of this Agreement, VENDOR/CONSULTANT shall procure and maintain, or cause to be procured and maintained, the following policies of insurance set forth in subsection (g) of this paragraph, (and shall be responsible for the administration of all claims there under) and will cover all obligations under the Agreement. Policies for such insurance shall be written for the benefit of Riverbay, D.H.C.R., and VENDOR/CONSULTANT as their interests may appear. All policies shall name as Additional Insureds, Riverbay Corporation, Residential Management Group LLC dba Douglas Elliman Property Management, The New York State Division of Housing & Community Renewal (“D.H.C.R.”), Wells Fargo Bank, NA, the State of New York Mortgage Agency, (“SONYMA”), the U.S.

Department of Housing & Urban Development and the NYC Housing Development Corporation with respect to work performed by or on behalf of

VENDOR/CONSULTANT.

No endorsements attempting to limit the coverage given to the additional named insureds shall be accepted.

(b) All insurance policies shall be written by a company or companies authorized to do business in the State of New York and shall be subject to the approval of Riverbay and the D.H.C.R.

(c) All insurance coverages shall be written in a form satisfactory to Riverbay and the

D.H.C.R.

(d) VENDOR/CONSULTANT shall furnish Riverbay and the D.H.C.R. with Certificates of Insurance prior to commencing performance of this Agreement. In addition, each Certificate of Insurance must provide a minimum of thirty (30) days written notice of cancellation or material change to Riverbay and the other named insureds by the insurance carrier. Wording such as "will endeavor to notify" and "failure to mail such notice shall impose no obligation or liability of any kind upon the company" are not acceptable and must be deleted.

(e) Should any insurance policy required by this Agreement be cancelled and should VENDOR/CONSULTANT fail to immediately obtain substitute coverage, Riverbay may obtain such insurance and charge the premiums for the insurance to

VENDOR/CONSULTANT.

(f) VENDOR/CONSULTANT’S insurance is primary and non-contributory

(g) The kinds and amounts of insurance required are as follows:

1. Workers Compensation affording coverage under the Workers Compensation laws of the State of New York and Employers Liability coverage in accordance with the laws and requirements of the State of New York, subject to a limit of no less than $1,000,000 each employee, $1,000,000 each accident, and $1,000,000 policy limit.

2. VENDOR/CONSULTANT will maintain an automobile liability policy for Bodily Injury and Property Damage in the amount of $1,000,000 combined covering all owned, non-owned and hired vehicles, naming Owner and all other parties required of the VENDOR/CONSULTANT/Vendor as additional insured.

3. VENDOR/CONSULTANT will carry a Commercial General Liability policy with limits of $1,000,000.00 per occurrence Bodily Injury and Property Damage Combined, $1,000,000.00 per occurrence Personal and Advertising Injury, $2,000,000 aggregate Products and Completed Operations Liability and $2,000,000 General (per project) Aggregate. The policy shall be written on an occurrence basis.

Any deductible(s) shall be the responsibility of the VENDOR/CONSULTANT.

Policy shall be endorsed to include Riverbay Corporation and all entities list in section 2 above as additional insureds.

4. VENDOR/CONSULTANT shall carry an Umbrella policy of $10,000,000 occurrence/ $10,000,000 aggregate. This policy shall be written on and “occurrence” basis and shall “Follow Form” the underlying Commercial General

Liability (GL) policy. Umbrella coverage must include all entities that are additional insureds on CGL. Umbrella coverage for additional insureds shall apply on a primary and non-contributory basis. Umbrella coverage shall not be more restrictive then the underlying CGL.

5. VENDOR/CONSULTANT shall report to Riverbay and to the insurance carriers’ any and all incidents relating to the work undertaken by VENDOR/CONSULTANT pursuant to the terms of this Agreement, giving rise to a claim under any insurance policy maintained by VENDOR/CONSULTANT pursuant to this Section. Such notice shall be given immediately after VENDOR/CONSULTANT obtains knowledge thereof.

VENDOR/CONSULTANT shall coordinate and facilitate the settlement of all such claims.

(h) Waiver of Subrogation – VENDOR/CONSULTANT agrees to waive its right of recovery and/or subrogation against owner and all Additional Insureds. All policies (except automobile) shall allow for a Waiver of Subrogation.

3. NON-DISCRIMINATION CLAUSES

a) VENDOR/CONSULTANT will not discriminate against any employee or applicant for employment because of race, creed, color, sex, national origin, age, disability, marital status, sexual orientation, military status and predisposing genetic characteristics.

b) VENDOR/CONSULTANT agrees to abide by any and all laws, ordinances and regulations concerning non-discrimination in employment.

c) If directed to do so by the Commissioner of Human Rights of the State of New York, VENDOR/CONSULTANT will send to each labor union or its representatives of workers with which VENDOR/CONSULTANT has, or is bound by a collective bargaining or other Agreement or understanding, a notice, to be provided by the Commissioner of Human Rights, advising such labor union or representative of VENDOR/CONSULTANT'S Agreement under clauses (a) through (f) (hereinafter called "non-discrimination clauses") shall request the labor union or representative to furnish a written statement to VENDOR/CONSULTANT that the Organization will likewise not discriminate because of race, creed, color, sex, national origin, age, disability, marital status, sexual orientation, military status and predisposing genetic characteristics; and that such organization will fully cooperate in the implementation of the policy. The organization shall state in writing that it consists that all recruitment and employment under this Agreement shall be in accordance with the purpose and provisions of these non-discrimination clauses. If such labor union or representative fails or refuses to comply with such a request that it furnish such a statement, the Agreement or, shall promptly notify the State Commissioner of Human Rights of such failure or refusal.

d) If directed by the Commissioner of Human Rights, VENDOR/CONSULTANT will post all notices provided by the Commissioner of Human Rights in a conspicuous place.

e) All solicitations and advertisements for employees issued by VENDOR/CONSULTANT shall state that applicants will be afforded equal employment opportunity without discrimination because of race, creed, color, sex, national origin, age, disability, marital status, sexual orientation, military status and predisposing genetic characteristics.

f) This Agreement may be cancelled, terminated, or suspended, in whole or part, by Riverbay upon a finding by the Commissioner of Human Rights that VENDOR/CONSULTANT has not complied with these non-discrimination clauses. Moreover, VENDOR/CONSULTANT is declared ineligible for future Agreements made by or on behalf of the State or a public authority or agency of the State, until VENDOR/CONSULTANT satisfies the Commissioner of Human Rights that VENDOR/CONSULTANT has established and is conducting recruitment and hiring program in compliance with the provisions of these non-discrimination clauses. Such a finding may be made by the Commissioner of Human Rights after conciliation efforts by the Commissioner have failed to achieve compliance by VENDOR/CONSULTANT.

4. ASSIGNMENT and SUBCONTRACTORS

Any assignment or other transfer or conveyance by the Contractor of this contract or any part hereof or of any of his rights hereunder or of any monies due or to become due hereunder or any delegation of any of his duties hereunder without the express consent of the Corporation and the Division shall be void and of no effect as to the Corporation provided, however, that the Contractor may subcontract portions of the work to such persons as the Corporation may, from time to time, expressly approve in writing subject to the written approval of the Division. All further subcontracting shall also be subject to such approval of the Corporation. Approval of subcontractor may be conditioned on (among other things) the furnishing, without expense to the Corporation, of a surety bond guaranteeing payment by the subcontractor of claims of material men, subcontractors, workers, and other third-party persons arising out of the subcontractor's performance of any part of the work. The names of proposed subcontractors shall be submitted promptly to permit acceptance or rejection of each by the Corporation without causing delay in the work of the project.

No consent to any assignment or other transfer and no approval of any subcontractor shall under any circumstances operate to relieve the Contractor of any of his obligations under the contract. No subcontract, no approval of any subcontract and no act or omission of the Corporation shall create any rights in favor of such subcontractor and against the Corporation and, as subcontractors, and other transferees shall for all purposes be deemed to be agents of the Contractor. Moreover, all subcontracts and all approvals of subcontractors, regardless of their form, shall be deemed to be conditioned upon performance by the subcontractor in accordance with this Contract. If any subcontractor shall fail to perform the contract to the satisfaction of the Corporation, the Corporation shall have the absolute right to rescind his approval forthwith and to require the performance of the contract by the Contractor personally or through other approved subcontractors. Each Contractor shall control and coordinate the work of his subcontractors, if any.

5. CHOICE OF LAW AND COMPLIANCE WITH LAW

This Agreement shall be governed in accordance with the laws of the State of New York applicable to transactions to be performed therein. VENDOR/CONSULTANT will comply with all Municipal, State and Federal laws and will obtain any permits that may be required. All actions will be brought in either the Supreme Court of the State of New York, County of the Bronx, or the United States District Court for the Southern District of New York. VENDOR/CONSULTANT hereby consents to jurisdiction being in said courts.

6. CHANGE ORDERS:

Any change order(s) affecting this Agreement must be approved in writing, by Riverbay.

Riverbay shall not pay, nor shall Riverbay be liable in contract, quantum meruit, or any similar theory, for any work or service performed by VENDOR/CONSULTANT which exceeds the contract price for this contract, unless said additional work, and the cost, therefore, is approved in writing, prior to the performance of such work. Such change order(s) must also have the prior written approval of the representative of the D.H.C.R.

7. INTEREST OF MEMBERS OF AUTHORITY/COMPANY, ETC.:

VENDOR/CONSULTANT covenants that no public official or employee of the Government of the United States, the State of New York, or of the City of New York, or any employee, representative or agent of Riverbay, or any member of Riverbay’s Board of Directors, or any immediate family member of any such natural person, is or shall become interested directly or indirectly as a contracting party, partner, stockholder, beneficiary surety or otherwise, in this contract or in the performance of the work or services to be provided by this contract, or in any portion of the profits or compensation thereof, and that VENDOR/CONSULTANT has not and will not give any person not a party to this contract, any gift, gratuity or thing of value, directly or indirectly, in connection with the award of or administration of this Agreement.

Annexed hereto and incorporated as a material term of this Contract is a copy of the "THE

STATEMENT OF POLICY OF RIVERBAY CORPORATION CONCERNING STANDARDS

OF CONDUCT BY ITS EMPLOYEES, DIRECTORS, VENDORS AND

VENDOR/CONSULTANTS" (APPENDIX "A" – “Policy”). Any violation of said Policy, any material omission of fact, or any false, misleading, or inaccurate representation set forth in response in the questionnaire set forth in Appendix B shall be grounds for immediate termination of this Contract. In addition, it is expressly agreed that Riverbay should be entitled to recover any additional cost or expense it incurs arising from any violation of said Policy, any inaccurate representation, or any material omission of fact.

8. MODIFICATION:

No waiver, alteration, or modification of any of the provisions of this Agreement shall be binding unless in writing and signed by the party to be bound.

9. ORDER TO PROCEED:

Riverbay will issue an Order to Proceed in writing which will set forth the date upon which work is to commence. Riverbay will not issue this Order to Proceed without the prior written approval of the H.C.R.

10. SEVERABILITY:

If any term or provision of this Agreement or the application thereof to any person or circumstances shall, to any extent, be invalid or unenforceable, the remainder of this Agreement, or the application of such term or provision to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected thereby, and each term and provision of this Agreement shall be valid and be enforced to the fullest extent permitted by law.

11. PERMITS AND COMPLIANCE:

VENDOR/CONSULTANT shall provide copies of all required permits to Riverbay prior to commencement of the work. If said work is a recognized emergency all permits and licenses will be provided to Riverbay as soon after the work commences as is practical.

VENDOR/CONSULTANT shall be responsible for any fines, charges or fees incurred because of VENDOR/CONSULTANT'S failure to obtain permits and licenses.

12. NOTICE:

All notices, demands or other communications under this Agreement, shall be deemed sufficiently given when mailed via registered or certified mail, return receipt requested, to the other party at the address hereinabove set forth or such other address as may hereafter be furnished in writing in like manner.

13. TERMINATION:

Riverbay may terminate this Agreement at any time, without cause, upon thirty (30) days written notice. Riverbay shall be responsible for any approved services requested and actually provided by VENDOR/CONSULTANT prior to service of a Notice of Termination. All notices required to be given to either party under any provisions of this Agreement shall be in writing and delivered by Certified Mail, Return Receipt Requested, addressed as follows:

For: Riverbay Corporation For: TBD General Counsel’s Office ADDRESS Jeffrey D. Buss, Esq. ADDRESS 2049 Bartow Ave Bronx, New York 10475

With a courtesy copy of said Notice also provided by email to the following addresses:

For Riverbay: For TBD:

14. STATEMENT OF QUALIFICATIONS FOR BIDDERS

As a material part of the bidding and contract procedure the VENDOR/CONSULTANT must complete and submit Appendix “B” – Statement of Qualifications for Bidders. Any material omission of fact, or any false, misleading, or inaccurate representation set forth in response to the questionnaire set forth in Appendix B shall be grounds for immediate termination of this Contract.

In addition, it is expressly agreed that Riverbay shall be entitled to recover any additional cost or expense it may incur arising from any inaccurate representation or material omission of fact. If any of the answers to the questions within Appendix “B” change the VENDOR/CONSULTANT must notify Riverbay in writing within 24 hours. In either case the VENDOR/CONSULTANT will not be entitled to damages of any kind, and the VENDOR/CONSULTANT will be responsible for any damages to Riverbay.

15. VENDOR/CONSULTANT’S COOPERATION WITH RIVERBAY’S

APPLICATIONS FOR GRANTS, BENEFITS, ABATEMENTS, ETC.

During the term of this Agreement Riverbay expects to apply for various grants, private/public benefits, exemptions etc. that may be available due to the nature of the work being performed pursuant to this Agreement. It is a material part of this Agreement that the VENDOR/CONSULTANT fully and accurately provides any and all necessary assistance, applications, signatures, records, or data, including, but not limited to, disclosure of VENDOR/CONSULTANT’S financial information and forms similar to, but not limited to, requirements of the New York City Vendex System. VENDOR/CONSULTANT shall provide such data/assistance/information within ten (10) business days of Riverbay’s written request.

16. PROJECT WORKING HOURS AND HOLIDAYS

The regular working hours shall be Monday through Friday 8:00 a.m. to 4:00 p.m. inclusive.

On the following days, no work will be permitted on the job site unless written approval is obtained from the Project Manager: New Year's Day, Martin Luther King Day, Lincoln's Birthday, Washington's Birthday, Memorial Day, Independence Day, Labor Day, Rosh Hashanah, Yom Kippur, Election Day, Veteran's Day, Thanksgiving Day and Christmas Day.

All work beyond the regular work week and beyond eight (8) hours in a day and before regular starting time, should be considered overtime. No overtime shall be performed without prior written approval by the Project Manager and Riverbay. All associated costs for overtime shall be borne by the Bidder.

17. CONFIDENTIALITY

A Definitions. For purposes of this Agreement, “Confidential Information” shall include any and all information or material relating to Riverbay’s shareholders and employees, information technology passwords, security measures, IT system design Riverbay’s operations, Riverbay’s finances, the operation and design of Riverbay’s power plant, , and any information or material that has or could have commercial value or other utility in the business or prospective business of Riverbay. Confidential Information also includes all information (whether in oral, electronic or written form and including information provided to or unavoidably accessible by VENDOR/CONSULTANT prior to the execution of this Agreement) which relates to contract bidding procedures, contract awards, and information identified as Confidential Information by Riverbay, including, but not limited to, customer information and files, agreements, marketing materials, business plans and business prospects, financial information, expense or other data, reports, surveys or similar information, and any other information or procedures that are treated as or designated secret or confidential by Riverbay, or which is required to be held in confidence by Federal, State or Municipal law.

For purposes of this Agreement, the term “VENDOR/CONSULTANT” shall include VENDOR/CONSULTANT and all affiliates, subsidiaries, and related companies of VENDOR/CONSULTANT. For purposes of this Agreement, the term “Representatives” shall include VENDOR/CONSULTANT’S directors, officers, employees, agents, and financial, legal, and other advisors.

B. Exclusions. Confidential Information does not include information that VENDOR/CONSULTANT can demonstrate (a) was in VENDOR/CONSULTANT’S possession prior to its being furnished to VENDOR/CONSULTANT under the terms of this Agreement, provided the source of that information was not known by VENDOR/CONSULTANT to be bound by a confidentiality agreement with or other continual, legal or fiduciary obligation of confidentiality to the Riverbay, and can be demonstrated by reasonably convincing evidence; (b) is now, or hereafter becomes, through no act or failure to act on the part of VENDOR/CONSULTANT, generally known to the public; (c) is rightfully obtained by VENDOR/CONSULTANT from a third party, without breach of any obligation to the Riverbay; or (d) is independently developed by VENDOR/CONSULTANT without use of or reference to the Confidential Information.

C. Confidentiality. VENDOR/CONSULTANT and its Representatives shall not disclose any of the Confidential Information in any manner whatsoever, except as provided in paragraphs 4, 5 and 6 of this Agreement, and shall hold and maintain the Confidential Information in strictest confidence. VENDOR/CONSULTANT agrees not to make additional copies of written

Confidential Information except as directly needed in order to consummate the Transaction and for no other purpose.

D Permitted Disclosures. VENDOR/CONSULTANT may disclose Confidential Information to VENDOR/CONSULTANT’S responsible Representatives with a bona fide need to know such Confidential Information, but only to the extent necessary to assist VENDOR/CONSULTANT in evaluating the Transaction and only if such representatives are advised of the confidential nature of such Confidential Information and the terms of this Agreement and are bound by a written agreement or by a legally enforceable code of professional responsibility to protect the confidentiality of such Confidential Information.

E. Required Disclosures. VENDOR/CONSULTANT may disclose Confidential Information if, and to the extent that, such disclosure is required by court order, provided that VENDOR/CONSULTANT provides the Riverbay with a reasonable opportunity to review the disclosure before it is made and to interpose its own objection to the disclosure.

F. Use. VENDOR/CONSULTANT and its Representatives shall use the Confidential Information solely for the purpose of providing the services contemplated by this Agreement and shall not in any way use the Confidential Information to the detriment of the Riverbay. Nothing in this Agreement shall be construed as granting any rights to VENDOR/CONSULTANT, by license or otherwise, to any of the Confidential Information.

G. Return of Documents. The original and all copies and electronic forms of the Confidential Information supplied by the Riverbay to VENDOR/CONSULTANT, or accessed or made by VENDOR/CONSULTANT, shall remain the property of the Riverbay. The VENDOR/CONSULTANT shall, at any time upon the request of the Riverbay for any reason, at VENDOR/CONSULTANT’S expense, return to the Riverbay or his designee any and all records, notes, and other written, printed or other tangible materials in its possession pertaining to the Confidential Information within five (5) days of such notification, except to the extent VENDOR/CONSULTANT is required to retain a copy by law, rule or regulation. The returning of materials shall not relieve VENDOR/CONSULTANT from compliance with other terms and conditions of this Agreement.

H. Irreparable Harm. VENDOR/CONSULTANT understands and acknowledges that any disclosure or misappropriation of any of the Confidential Information in violation of this Agreement may cause the Riverbay irreparable harm, the amount of which may be difficult to ascertain, and therefore agrees that the Riverbay shall have the right to apply to a court of competent jurisdiction for specific performance and/or an order enjoining any such further disclosure or breach and for such other relief as the Riverbay shall deem appropriate. Such right of the Riverbay is to be in addition to the remedies otherwise available to the Riverbay at law or in equity.

18. SURVIVAL; WAIVER

This Agreement shall continue in full force and effect all times. No failure or delay by a party in exercising any right, power or privilege under this Agreement shall operate as a waiver thereof, nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any right, power, or privilege.

19. SUCCESSORS AND ASSIGNS

This Agreement and each party’s obligations hereunder shall be binding on the representatives, assigns, and successors of such party and shall ensure the benefit of the assigns and successors of such party; provided, however, that the rights and obligations of VENDOR/CONSULTANT hereunder are not assignable.

20. GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of New York, without giving effect to conflicts of law principles.

21. ENTIRE AGREEMENT

This Agreement expresses the full and complete understanding of the parties with respect to the subject matter hereof and supersedes all prior or contemporaneous proposals, agreements, representations, and understandings, whether written or oral, with respect to the subject matter. This Agreement may not be amended or modified except in writing signed by each of the parties to the Agreement. This Agreement shall be construed as to its fair meaning and not strictly for or against either party. The headings hereof are descriptive only and not to be construed in interpreting the provisions hereof.

22. COUNTERPARTS

This Agreement may be signed in counterparts, which together shall constitute one agreement.

23. DEFAULT

In the case of default by the Contractor, Riverbay may adopt on behalf of Riverbay all subcontracts made by such Contractor and all such subcontractors shall be bound by such adoption if made, and Riverbay may relet, with or without public advertisement, the work specified in this contract, exclusive of so much thereof as shall be provided in any subcontracts so adopted.

24. EMERGENCY PLANNING & COMMUNITY RIGHT-TO-KNOW ACT

Contractor warrants and represents that he is in complete compliance with the Emergency Planning and Community Right-to-Know Act of 1986, Title III of the Super-fund Amendments and Reauthorization Act, 42 USC sec. 1101 et seq. Contractor will assist Riverbay in compliance with the above statute by submitting to Riverbay, with his bid package and with each delivery, a complete list of chemicals and compounds in Contractor's products delivered to, or sold to Riverbay, or used by Contractor on Riverbay's site. Contractor further warrants and represents that the storage, or use of Contractor's products by Riverbay will not violate or trigger the requirements of the statute. Contractor will provide all Materials Safety Data sheets to Riverbay on the form required by the Federal Government prior to the awarding of this contract to Contractor. Contractor assumes all liability for failure to notify Riverbay that Contractor's products contain chemicals, compounds or solvents listed and reportable by the above Act.

25. OWNERSHIP OF DOCUMENTS

The originals of all drawings, including sketches, specifications, all computations, test data, survey results, reports and other documents including models, photographs, renderings, computer databases and other material prepared for or relating to the project, if created by or are the work product of the Engineering Firm are the property of the Engineering Firm; provided, however, that the Engineering Firm shall, without additional charge, supply to Riverbay and DHCR, and Riverbay and DHCR may retain copies, including reproducible copies of all drawings, specifications, sketches, computations, test data, survey results, reports and other documents including models, photographs, renderings, computer databases and other material prepared for or relating to the project for Riverbay's use as it deems appropriate.

APPENDIX "A"

"STATEMENT OF POLICY OF RIVERBAY CORPORATION CONCERNING

STANDARDS OF CONDUCT BY ITS EMPLOYEES, DIRECTORS, VENDORS AND

CONTRACTORS"

In an effort to keep the high standards of ethics which have been in place for many years at Riverbay Corporation (Corporation), the Board of Directors has requested that a copy of the following stated policy be distributed to all Consultants, Vendors and Suppliers.

1. Members of the Board and all persons employed by or associated with the Corporation (hereafter: "such persons") are expected to maintain a high ethical and moral standard of conduct and to avoid any acts or relationships which present any conflict of interest, a potential conflict of interest, or an appearance of impropriety.

2. Such persons must avoid any obligations or relationships which might affect their judgment to the detriment of the Corporation, or even appear to do so, in their dealing with the public, the residents or commercial tenants of Co-op City, consultants, suppliers of the Corporation, any government agencies, and persons who work or do business with or for the Corporation.

3. Such persons shall not:

(a) Hold or acquire any material financial interest, either directly or indirectly, in any company doing business with Riverbay Corporation, its Consultants, commercial tenants, suppliers, or any of their subsidiaries or sub consultants.

(b) Be employed by or receive any payment or benefit from any of Riverbay Corporation's suppliers, Consultants, commercial tenants or any of their subsidiaries or sub consultants, unless fully disclosed in accordance with this policy. (This rule should not be so construed as to prevent the employment of any such person in a capacity which is irrelevant to such employee's relationship to Riverbay Corporation. Any person employed at the time these rules are adopted or when these rules become applicable to them, may retain their position unless the Conflicts Committee determines otherwise.)

(c) Accept any gifts, favors or entertainment or any other personal assistance directly or indirectly which is substantial in nature from any of Riverbay Corporation's suppliers, Consultants, commercial tenants, residential tenants or any of their affiliates, subsidiaries, or sub consultants.

Meals at which the business of the Corporation is discussed shall not be considered substantial in nature as long as the cost does not exceed $40.00. Gifts, favors or entertainment among such persons or cooperators and their families do not violate this rule when there is no intention of anyone gaining an advantage with respect to the business of the Corporation.

4. No conflict of interest or impropriety shall be deemed to arise as a result of any such person's activities or involvements with charitable, civic, community or non-profit organizations or similar entities with which they are involved; or in the case of any other non-substantial matter which was disclosed prior to the adoption of these rules.

5. Where there is question about a possible conflict of interest, or possible appearance of impropriety, the party so involved should disclose such conflicts to the Corporation's General

Counsel to render an opinion. Counsel may render such an opinion and may send a confidential copy to the Conflicts Committee hereby created. Counsel may refer any question to the Conflicts Committee for a determination.

6. Determination of any violation and any action to be taken with respect to such violation shall be made by a Conflicts Committee which shall consist of the General Manager, General Counsel and the President or another member of the Board of Directors designated by the President. In making such a determination, the Committee shall consider appropriate exceptions due to special circumstances and rules of professional conduct applicable to any particular case.

The Conflicts Committee shall maintain confidentiality with respect to its deliberations unless the Committee shall make a unanimous decision to do otherwise in any particular case.

7. Violations of this policy which have not been previously disclosed should result in a reprimand, demotion, dismissal, or other appropriate action, depending upon the gravity of the violation.

8. Each such person and those who do business with the Corporation shall be provided with a copy of this statement by Riverbay and a copy shall be included as part of the Corporation's process for soliciting bids.

APPENDIX “B”

STATEMENT OF QUALIFICATIONS FOR BIDDERS

1. Statement of Qualifications for Bidders: (a) the VENDOR/CONSULTANT warrants and represents (i) it has not given or received anything of value to or from any person or entity affiliated in any manner with or employed by Riverbay and/or Residential Management Group LLC dba Douglas Elliman Property Management in connection with the designation of the VENDOR/CONSULTANT to perform the work hereunder or the negotiation, execution or delivery of this contract; (ii) it will not give or receive anything of value to or from any such person or entity before, during or after the performance of the work except for the performance of the work and receipt of payment therefore expressly specified in the contract; and (iii) it has not colluded with any other bidder or bidders in connection with the bidding process by which the VENDOR/CONSULTANT was designated for performance of this work.

(b) In the event that any of the foregoing representations are proved to be untrue by credible evidence, then Riverbay shall at its option terminate the contract for cause and will pursue any and all available remedies at law or in equity for damages, if any, against the

VENDOR/CONSULTANT.

A. Name of Bidder: ________________________________________________________________

B. Address: ______________________________________________________________________

C. Provide the Following Information:

1. Bidders President or Chief Executive Officer

2. Bidders New York area contacts person’s name, address, and telephone number

3. Other names(s), if any, under which Bidder has operated in the last five (5) years.

D. 1. State whether the Bidder is a sole proprietorship, corporation, partnership, business association or joint venture

2. State the jurisdiction under which the Bidder is organized and operates

3. List names and home addresses of all principals of the bidder.

4. Identify shareholders owning ten percent (10%) or more of the stock and partners or other covertures of the Bidder and state the extent of their respective interests.

5. Provide Bidder’s Dunn & Bradstreet identification number and the latest Dunn & Bradstreet credit report or similar credit report.

6. State whether the Bidder is a qualified Minority or Woman Owned Business enterprise and give evidence of same. Evidence shall be certification; or request for certification; or, if not certified and no request for certification has been made, documentation supporting the Bidder’s belief that the firm is qualified.

Yes □ No □

7. State name and address of Bidder’s principal bank and a bank officer who can, and is authorized by the Bidder, respond to inquiries.

8. Provide Bidder’s Employer Identification Number.

9. Submit Bidder’s financial statements, prepared in accordance with generally accepted accounting principles, for the three (3) most recent fiscal years.

10. On the attached sheet, list and provide a brief description of at least five projects completed in the last five years where the Bidder performed work of the type specified herein at residential buildings. For each project give the job name and address, dollar value, date of job awards and when completed, percentage of work performed with own work force, the name and address of the owner and/or supervising architect/engineer, and the name and telephone number of a responsible party affiliated with the owner and familiar with the Bidder’s work. Particular emphasis should be placed on projects of comparable scale or complexity to the proposed project. Bidder should state whether it functioned as the General Contractor, if it was not the General Contractor, Bidder should provide contact information for the General Contractor.

11. Provide a list of projects of the kind described in paragraph 10 above which Bidder presently has under contract, indicating for each job name and address, dollar value, date of job awards and anticipated completion date, percentage of work performed with own work force, the name and address of the owner and supervising architect/engineer and the name and telephone number of a responsible party affiliated with the owner and familiar with Bidder’s work.

12. Itemize the work you intend to perform with your own workforce and items which you propose to subcontract. If known, identify subcontractors by name, address, and trade:

E. In the following questions the work “Bidder” includes the Bidder, any principal or key management personnel of the Bidder, any entity which owns 10% or more; or any entity in which such parties are or were principals.

1. In the past ten (10) years did Bidder file a petition in bankruptcy or reorganization or have bankruptcy proceedings initiated against it?

Yes □ No □

If yes, give the name of the entity, the date of the filing, the court, the district, the reason for filing and the disposition of the case on an attached sheet.

2. In the past five (5) years has Bidder:

a. been suspended, debarred, disqualified, had its qualification revoked or otherwise been declared ineligible to bid on any project public or private?

Yes □ No □

b. been barred from bidding or denied a contract as a result of refusal to testify before a grand jury…