CONTRACT DOCUMENTS & SPECIFICATIONS

CONTRACT NO. RFBK 26-25

SITE IMPROVEMENTS - PHASE 2

AT

KINGSTON POINT PARK

DELAWARE AVENUE

KINGSTON, NEW YORK 12401

FOR THE

CITY OF KINGSTON

DEPARTMENT OF PARKS AND RECREATION

KINGSTON, NEW YORK 12401

JUNE 2026

BRINNIER & LARIOS, P.C.

PROFESSIONAL ENGINEERS

67 MAIDEN LANE

KINGSTON, NEW YORK 12401

NOTICE TO BIDDERS, PROPOSAL,

CONTRACT AND SPECIFICATIONS

FOR

CONTRACT NO. RFBK 26-25

KINGSTON POINT PARK SITE IMPROVEMENTS – PHASE 2

DELAWARE AVENUE

KINGSTON, NEW YORK

FOR THE

CITY OF KINGSTON

DEPARTMENT OF PARKS AND RECREATION

KINGSTON, NEW YORK

COMMON COUNCIL

ANDREA SHAUT, ALDERMAN-AT-LARGE

ALDERMEN

SARA PASTI, FIRST WARD MICHAEL

TIERNEY, SECOND WARD

MARISSA MARVELLI, THIRD WARD

BEN FALK, FOURTH WARD

TERYL MICKENS, FIFTH WARD

ROBERT DENNISON, SIXTH WARD

MICHAEL HAM, SEVENTH WARD

RUTH KATZ, EIGHTH WARD

MICHELE HIRSCH, NINTH WARD

JUNE 2026

BRINNIER AND LARIOS, P.C.

PROFESSIONAL ENGINEERS

67 Maiden Lane Kingston, New York 12401

TABLE OF CONTENTS

Page Number Invitation for Bids Instructions for Bidders IB-1 Bid Form BF-1 Bidder Information Sheet BF-4 Certified Copy of Resolution of Board of Directions BF-5 Reference Sheet BF-6 Non-Collusive Bidding Certification BF-7 Bid Proposal Form BF-8 Proposal BF-9 Bid Bond BF-11 Affidavit of Workers Compensation BF-13 Statement of Contractor’s Qualifications BF-15 Statement of Contractor’s Apprenticeship Program Compliance BF-15 NYSDOL Certificate of Contractor Registration BF-17 Agreement BF-19 Construction Payment Bond BF-40 Construction Performance Bond BF-43 NYS Prevailing Wage Schedule Notice of Award Notice to Proceed Change Order Certificate of Substantial Completion Verified Statement of Payment of Prevailing Wages Contractor's Affidavit of Payment of Debts and Claims Contractor’s Release of Liens and Warranty General Conditions GC-1 Supplemental Conditions Work Plan Attachment C 1-10 Division 1 - General Requirements GR-1 Section 01000 - Special Conditions 01000-1 Section 01010 - Summary of Work 01011-1 Section 01013 - Miscellaneous Provisions 01013-1 Section 01020 - Allowances 01020-1 Section 01040 - Project Coordination 01040-1 Section 01200 - Project Meetings 01200-1 Section 01310 - Schedules, Reports, Payments 01310-1 Section 01340 - Product Data and Samples 01340-1 Section 01420 - References 01420-1 Section 01500 - Temporary Facilities 01500-1 Section 01600 - Materials and Equipment 01600-1 Section 01631 - Product Substitutions 01631-1 i

Section 01700 - Project Closeout 01700-1 Section 01781 - Project Record Documents 01781-1 Section 02175 - Temporary Soil Erosion and Sediment Control 02175-1 Section 02200 - Earthwork 02200-1 Section 02230 - Site Clearing 02230-1 Section 02310 - Woven Geotextile 02310-1 Section 02535 - Asphalt Concrete Paving 02535-1 Section 02720 - Storm Sewerage 02720-1 Section 02821 - Chain-Link Fences 02821-1 Section 02910 - Hydromulching 02910-1 Section 02920 - Lawns and Grasses 02920-1 Section 02930 - Exterior Plants 02930-1 Section 03300 - Cast-In-Place Concrete 03300-1 Section 03410 - Precast Concrete 03410-1 ii

INVITATION FOR BIDS

Individual sealed proposals for Contract No. RFBK 26-25, work entitled "Site Improvements at Kingston Point Park - Phase 2", for the City of Kingston, Department of Parks and Recreation, 467 Broadway, Kingston, New York, will be received by the City of Kingston at the Office Parks and Recreation at 467 Broadway, Kingston, New York until 11:00 AM o'clock on Tuesday , August 25, 2026 at which time they will be publically opened and read aloud.

Digital copies of all contract documents may also be obtained by visiting Bidnet Direct. All online contract documents are free of charge and bidders must complete the necessary registration form to receive the links for digital download.

Each bidder must deposit with his bid, security in the amount of not less than five percentum (5%) of the base bid in the form of a certified check or a bid bond subject to the conditions of this Contract.

No proposals will be accepted unless the Non-Collusion and Bid Certification is submitted along with the Proposal. The City of Kingston expressly reserves the right to waive any informalities in or to accept any bid, or to reject any and all bids, or to award on any or all items, as the interest of the City of Kingston may appear to require.

Attention is directed to the fact that the Contractor will be governed by the labor Standards Provisions, which are made part of this specifications and contract.

The City of Kingston hereby notifies all Bidders that it will affirmatively insure that in regard to any contract entered into pursuant to this advertisement, minority business enterprises will be afforded full opportunity to submit bids in response to this invitation and will not be discriminated against on the grounds of race, color, or national origin in consideration for an award. MBE/WMBE and Section 3 firms are strongly encouraged to submit bids.

The State has assigned a goal for MWBE participation of MBE 15% and WBE 15%. MWBE shall mean any business certified as a minority or women-owned business pursuant to Section 314 of the Executive Law. Information about the certification program and a directory are available at: https://ny.newnycontracts.com/. Contractors are required to make and demonstrate good faith efforts with respect to these goals.

The City of Kingston expressly reserves the right to waive any informalities in or to accept any bid, or to reject any and all bids, or to award on any or all items, as the interest of the City of Kingston may appear to require.

The City of Kingston is an exempt organization under the Tax Laws and is exempt from payment of Sales and Compensating Use Taxes of the State of New York and Cities and Counties of the State of all materials which are to be incorporated into the project, pursuant to the provisions of the Contract. These taxes are not to be included in the Bid.

Financial assistance for this project is being provided by the New York State Department of State under Title 11 of the Environmental Protection Fund. As a result, the selected consultant must perform all services and comply with all requirements outlined in the State Assistance Contract C1002018.

No bidder may withdraw his bid within 30 (thirty) days after the actual date of the opening thereof.

By order of the City of Kingston Common Council Steven T. Noble, Mayor

Date: July 29, 2026

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INSTRUCTIONS FOR BIDDERS

Receipt and Opening of Bids

The City of Kingston, Ulster County, New York hereinafter called the Owner, invites bids on the form attached hereto, all blanks in which must be appropriately filled in. Bids will be received by the Owner until 11:00 AM on Tuesday, August 25, 2026, at the office of Parks and Recreation, 467 Broadway, Kingston, New York, and then the bids will be opened and publicly read aloud.

The envelopes, containing the bids must be sealed and addressed to the City of Kingston, New York and designated as Bid for CONTRACT No. RFBK 26-25, SITE IMPROVEMENTS AT KINGSTON POINT

PARK - PHASE 2.

The Owner may consider as informal any bid not prepared and submitted in accordance with the provisions hereof. Any bid may be withdrawn prior to the above scheduled time for the opening of bids or authorized postponement thereof.

Preparation of Proposal

All bids must be submitted in sealed envelopes, bearing on the outside, the name of the bidder, his address, and the name of the project for which the bid is submitted. (If forwarded by mail, the sealed envelopes containing the proposal, and marked as directed above, must be enclosed in another envelope, addressed as specified in the Proposal Form; preferable by Registered Mail).

The work shall be bid as a Prime Contract for: General Construction.

Each bidder must bid on all items of the work in the specific Form of Proposal.

Attention is directed to the Electrical Allowance and the Contingency Allowance which are to be included in the bid price submitted by the Contractor as set forth in the Bid Form. BE SURE THAT THE ALLOWANCES

WHICH ARE CALLED FOR ARE INCLUDED IN THE BID PRICE.

Non-Collusion and Bid Certification

The bidder, by signing his proposal, certifies that he is fully aware of the State Laws regarding the non- collusion bidding certification. No separate forms will be required, but the actual signing of the proposal includes such a statement and is included in the proposal.

Qualifications of Bidder

The Owner may make such investigation as he deems necessary to determine the ability of the bidder to perform the work and the bidder shall furnish to the Owner all such information and data for this purpose as the Owner may request, including a Certificate of Contractor Registration from the New York State Department of Labor which must be submitted with the Bid.

The Owner reserves the right to reject any bid if the evidence submitted by, or investigations of, such bidder fails to satisfy the Owner that such bidder is properly qualified to carry out the obligation of the contract and to complete the work contemplated therein. Conditional bids will not be accepted.

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Minority and Women Owned Business Enterprise (M/WBE) Utilization Goal

MWBE Contract Goals and Compliance:

(1) For purposes of this procurement, the City hereby establishes an overall goal of 30% for Minority and

Women-Owned Business Enterprises (“MWBE”) participation.

(2) For purposes of providing meaningful participation by MWBEs on the Contract and achieving the Contract Goals established, Contractor should reference the directory of New York State Certified MWBEs found at the following internet address; https://ny.newnycontracts.com.

Additionally, the Contractor is encouraged to contact the Division of Minority and Woman Business Development ((518) 292-5250; (212) 803-2414; or (716) 846-8200) to discuss additional methods of maximizing participation by MWBEs on the Contract.

(3) Where MWBE goals have been established herein, Contractor must document “good faith efforts” to provide meaningful participation by MWBEs as subcontractors or suppliers in the performance of the Contract. “Good faith efforts” are outlined in Addendum x: Meeting MWBE Goals. As a condition of award, Contractor must submit the following as part of the bid package:

1. Good faith effort documentation as outlined in Addendum X including:

a. PDF of screen showing final MWBE search criteria

b. Excel file listing MWBE firms, including date and time of download

c. Solicitation Log including: Direct Outreach, correspondence and responses

(4) Upon award, Contractor to provide evidence of payments to MWBE subs/vendors with each pay application.

No payment to Contractor will be processed without same.

(5) In accordance with 5 NYCRR §142.13, the Contractor acknowledges that if Contractor is found to have willfully and intentionally failed to comply with the MWBE participation goals set forth in the Contract, such a finding constitutes a breach of contract and the Contractor shall be liable to the City for liquidated or other appropriate damages.

******SEE “MEETING MWBE GOALS” ATTACHMENT AT END OF THIS SECTION********

Bid Security

Each bid must be accompanied by cash, by a certified check of the bidder payable to the order of the City of Kingston or by a bid bond, duly exercised by the bidder as Principal, and having as surety thereon a surety company licensed to do business in the State of New York, approved by the Owner in the amount of five percent (5%) of the total Proposal submitted. Bid security shall be returned to all except the three lowest bidders within four (4) days after the formal opening of bids. The remaining Bid Security will be returned to the three lowest Bidders within forty-eight (48) hours after the Owner and the accepted Bidder have executed a Contract and the executed Performance Bond and Payment Bonds have been approved by the Owner. If the required contract and bonds have not been executed within sixty (60) days after the date of opening of Bids, then the Bid Security of any Bidder will be returned upon his request, provided he has not been notified of the acceptance of his Bid prior to the date of such request.

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Liquidated Damages

The Owner shall be entitled to receive as liquidated damages the face amount of the certified check or bid bond deposited with the bid if the successful bidder fails to or refuses to execute and deliver the contract and bond required within ten (10) days after he has received notice of the acceptance of his bid.

Conditions of Work

Each bidder must inform himself fully of the conditions relating to the construction and labor under which the work is now or will be performed; failure to do so will not relieve a successful bidder of his obligation to furnish all materials and labor necessary to carry out the provisions of the contract documents and to complete the contemplated work for the consideration set forth in his bid.

Notice of Special Conditions

Attention is particularly called to those parts of the contract documents and specifications which deal with the following:

a. Insurance requirements.

b. Wage rates.

c. Time of completion and liquidated damages.

d. Building Permit

Addenda and Interpretations

No interpretation of the meaning of the plans, specifications, or other contract documents will be made to any bidder orally. Every request for such interpretation should be in writing and addressed to the Project Manager at Parks and Recreation, City of Kingston, 467 Broadway, Kingston, New York 12401 or emailed to JulieLNoble@kingston-ny.gov and to be given consideration must be received on or before August 11, 2026 by 4:00 PM. Any and all such interpretations and any supplemental instructions will be in the form of written addenda to the specifications which, if issued, will be posted to all prospective bidders (at the respective addresses furnished for such purposes) via Empire State Purchasing Group (bidnet direct). Failure of any bidder to receive any such addendum or interpretation shall not relieve the bidder from any obligation under his bid as submitted. All addenda so issued shall become part of the contract documents.

Construction Terms and Conditions

The bidder is warned that the construction terms and conditions hereinafter fully set forth in the form of Contract will be rigidly enforced.

Security for Faithful Performance

Simultaneously with his delivery of the executed contract, the successful bidder must deliver to the Owner, executed bonds in the amount of one hundred per centum (100%) of the total amount bid as security for the faithful performance of his contract. He shall also provide a separate bond for payment not less than one hundred per centum (100%) of the contract price. These bonds shall be prepared on forms supplied by the Surety mailto:JulieLNoble@kingston-ny.gov

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Company or companies, licensed to do business in the State of New York, and currently issued by the American Institute of Architects.

Lowest Qualified Bidder

The comparison of bids on this Contract will be made by comparing the total sums as submitted by each separate contractor. The lowest qualified bidder shall be considered as being the successful bidder for the contract. The contract award will be made to the successful bidder as described above if the project in total is acceptable to the Owner.

Time of Completion and Liquidated Damages

The date of completion shall be March 31, 2027; work shall be substantially completed to such an extent that the City may fully open the facility to the public for use for its intended purpose.

Minor items which are not completed but which do not interfere with operations or the use of the site by the Owner will not be deemed as a failure to comply with the requirements of the time of completion of the work.

Liquidated damages may be assessed for each and every calendar day that the work is not in substantial completion, after the above stated time at the daily rate as indicated in the table below;

SCHEDULE OF LIQUIDATED DAMAGES

Original Total Contract Bid Price Liquidated Damages per Calendar Day From More Than To and Including $0 $100,000 $500 $100,000 $500,000 $1,000 $500,000 $2,000,000 $1,500 $2,000,000 $5,000,000 $2,000 $5,000,000 $10,000,000 $2,500 $10,000,000 $20,000,000 $4,000 $20,000,000 - $7,000

Obligation of Bidder

At the time of the opening of bids, each bidder will be presumed to have inspected the site and to have read and to be thoroughly familiar with the Plans and Contract Documents (including all addenda). The failure of any bidder to receive or examine the site or any form, instrument or document shall in no way relieve any bidder from any obligation in respect to his bid.

Tax Exemption

The City of Kingston is an exempt organization under the Tax Law and is exempt from payment of Sales and Compensating Use Taxes of the State of New York and cities and counties of the State on all materials which are to be incorporated into the project, pursuant to the provisions of the contract. Tax exempt certificates will be provided by the Owner for use by the successful bidders. These taxes are not to be included in the bid.

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Local and State Laws

The Contractor shall abide by all local and State laws or ordinances to the extent that such requirements do not conflict with Federal laws or regulations.

Labor, Safety and Health Regulations

The Contractor shall comply with the Department of Labor Safety and Health Regulations for construction.

Safety Standards and Accident Prevention

With respect to all work performed under this contract, the Contractor shall:

a. Comply with the latest safety standards provisions of applicable laws, building and construction codes and the "Manual of Accident Prevention in Construction" published by the Associated General Contractors of America, the requirements of the Occupational Safety and Health Act of 1970 (Public Law 91-956) and the requirements of Title 29 of the Code of Federal Regulations, Section 1518 as published in the “Federal Register”, Volume 36, No. 75, Saturday, April 17, 1971.

b. Exercise every precaution at all times for the prevention of accidents and the protection of persons (including employees) and property.

c. Maintain at his/her office or other well known place at the job site, all articles necessary for giving first aid to the injured, and shall make standing arrangements for the immediate removal to a hospital or a doctor's care of persons (including employees), who may be injured on the job site. In no case shall employees be permitted to work at a job site before the employer has made a standing arrangement for removal of injured persons to a hospital or a doctor's care.

Experience Clauses

These specifications do have requirements that material installers have specific experience, the Owner or Project Manager will require appropriate documentation, and reserves the right to reject any installer or subcontractor who, in the opinion of the Owner, lacks the required experience.

Performance and Payment Bond Requirements

The bidder to whom the municipality proposes to award the contract shall, as soon as possible, but not later than ten (10) days from the date of the Notice of Award furnish to the municipality bonds equal to one hundred percent of the amount of the contract, conditioned for the faithful performance of all terms, covenants and conditions of same, with a surety company authorized to do business in the State of New York, as surety. If the bidder fails to furnish said Bonds within ten (10) days of the Notice of Award, said Owner will be entitled to consider all rights arising out of the Owner's acceptance of Bid as abandoned and as a forfeiture of Bid Bond.

The Owner will be entitled to such other rights as may be granted by law.

The performance bond shall be maintained in the amount of 100% of the contract price in full force for a period of twelve months after date of final certificate as a guarantee that the Contractor will make good any faults or defects in the work arising from improper or defective workmanship or materials which may appear during that period.

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A separate payment bond will be supplied in the amount of 100% of the contract price and shall be kept in force for a period of 12 months after the date of final certificate.

Certificate of Insurance

A certificate of insurance will be required at the time of contract signing, naming the Owner, (the City of Kingston) and Brinnier and Larios, P.C. as additionally insured.

Insurance Requirements

The CONTRACTOR shall purchase and maintain such insurance as will protect him from claims set forth below which may arise out of or result from the CONTRACTOR'S execution of the WORK, whether such execution be by himself or by any SUBCONTRACTOR or by anyone directly or indirectly employed by any of them or by anyone whose acts of them may be liable.

Claims under workmen's compensation, disability benefit and other similar employee benefit acts; Claims for damages because of bodily injury, occupational sickness, or disease or death of his employees;

Claims for damages because of bodily injury, sickness, or disease or death of any person other than his employees.

Claims for damages insured by usual personal injury liability coverage which are sustained (1) by any person as a result of an offense directly or indirectly related to the employment of such person by the CONTRACTOR, or

(2) by any other persons and Claims for damages because of injury to or destruction of tangible property, including loss of use resulting therefrom.

Certificates of Insurance acceptable to the OWNER shall be filed with the OWNER prior to commencement of the WORK. These Certificates shall contain a provision that coverages afforded under the policies will not be cancelled unless at least fifteen (15) days prior WRITTEN NOTICE has been given to the OWNER.

The CONTRACTOR shall procure and maintain, at his expense, during the CONTRACT TIME, liability insurance as specified within the General Conditions.

Contract Security

The CONTRACTOR shall within ten (10) days after the receipt of the NOTICE OF AWARD furnish the OWNER with a PERFORMANCE BOND and a PAYMENT BOND in penal sums equal to the amount of the CONTRACT PRICE conditioned upon the performance of the CONTRACTOR of all undertakings, covenants, terms, conditions and agreements of the CONTRACT DOCUMENTS, and upon the prompt payment by the CONTRACTOR to all persons supplying labor and materials in the prosecution of the WORK provided by the CONTRACT DOCUMENTS. Such BONDS shall be executed by the CONTRACTOR and a corporate bonding company licensed to transact such business in the state in which the WORK is to be performed. The expense of these BONDS shall be borne by the CONTRACTOR. If at any time a Surety on any such BOND is declared a bankrupt or loses its right to do business in the state in which the WORK is to be performed or is removed from the list of Surety Companies accepted on Federal BONDS, CONTRACTOR shall within ten (10) days after

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notice from the OWNER to do so substitute an acceptable BOND (or BONDS) in such form and sum and signed by such other Surety or Sureties as may be satisfactory to the OWNER. The premiums on such BOND shall be paid by the CONTRACTOR. No further payments shall be deemed due not shall be made until the new Surety or Sureties shall have furnished an acceptable BOND to the OWNER.

Financial Assistance

Financial assistance for this project is being provided by the New York State Department of State under Title 11 of the Environmental Protection Fund. As a result, the selected consultant must perform all services and comply with all requirements outlined in the State Assistance Contract C1002018.

SEE THE FOLLOWING ATTACHMENT “A-1”

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ATTACHMENT A-1

NYS DEPARTMENT OF STATE (“AGENCY”) AND PROGRAM SPECIFIC TERMS AND CONDITIONS

I. Agency Specific Clauses (revised 4/21/20)

For the purposes of this Agreement, the terms "State" and "Department" are interchangeable, unless the context requires otherwise. In addition, the terms "Agreement" and "Contract" are interchangeable, unless the context requires otherwise.

A. Project Timetable

The City agrees to proceed expeditiously with the Project and to complete the Project in accordance with any timetable associated therewith as set forth in the Work Plan (Attachment C) as well as with the conditions of any applicable permits, administrative orders, or judicial orders and this Agreement.

B. Budget Modifications

Prior DOS written approval, which requires a detailed breakdown and justification, is required for all for budget modifications, regardless of the amount of the modification. Additional approvals will be required when modifications exceed thresholds described below.

Any proposed modification to a contract that will result in a transfer of funds among program activities or budget cost categories, but does not affect the amount, consideration, scope or other terms of such contracts must be submitted to DOS for submission to the Office of State Comptroller for approval when:

1. The amount of the modification is equal to or greater than ten percent of the total value of the contract for contracts of less than five million dollars; or

2. The amount of the modification is equal to or greater than five percent of the total value of the contract for contracts of more than five million dollars.

C. Applicable Terms

In addition to the criteria set forth in IV(E)(1)(b) of the Standard Terms and Conditions, documentation of personal service expenditures shall:

1. Be based upon actual work performed;

2. Be supported by internal controls that provide a reasonable assurance that the charges are accurate, allowable, and properly allocated; and

3. Comply with the City’s established accounting policies.

Notwithstanding the best evidence rule or any other legal principle or rule of evidence to the contrary, the City acknowledges and agrees that it waives any and all objections to the admissibility into evidence at any court proceeding or to the use at any examination before trial of an electronic reproduction of this contract, in the form approved by the State Comptroller, if such approval was required, regardless of whether the original of said contract is in existence.

D. License to Use and Reproduce Documents, Intellectual Property and Other Works:

By acceptance of this Agreement, City transfers to the Department a perpetual, transferable nonexclusive license to use, reproduce in any medium, and distribute, for any purpose, any intellectual property or other work purchased, IB - 9 developed or prepared for or in connection with the Project using funding provided pursuant to this Contract, including but not limited to reports, maps, designs, plans, analysis, and documents regardless of the medium in which they are originally produced. City warrants to the Department that it has sufficient title or interest in such works to license pursuant to this Agreement, and further agrees and warrants that it shall not enter into any subcontract or other agreement purporting to limit such title or interest in such works in any manner that may compromise City’s ability to provide the aforesaid license to the Department. Such warranties shall survive the termination of this agreement. City agrees to provide the original of each such work, or a copy thereof which is acceptable to the Department, to the Department before payments shall be made under this Agreement.

E. Property

The ownership of all property or intellectual property described herein and purchased, developed or prepared under the terms of this Contract shall reside with the Contractor with a reversionary interest in such property or intellectual property held by the Department, unless otherwise authorized or directed in writing by the Department. Except as otherwise provided in Section II.C.4 of the Standard Terms and Conditions, City shall retain ownership of such property or intellectual property after the term of this Contract so long as such property or intellectual property is used for purposes similar to those contemplated by this Contract. Otherwise, the City shall return such property or intellectual property to the Department at the City’s cost and expense, and City’s ownership interests, rights and title in such property or intellectual property shall revert to the Department. The ownership of all property purchased with federal funds provided pursuant to this Agreement, however, shall be governed by the terms of applicable federal law and OMB Circulars, including but not limited to 2 CFR Part 200, “Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards,” as amended.

F. Termination

The Department may terminate the Agreement in accordance with the terms and conditions set forth in the Master Grant Contract section of this Agreement. In addition to other reserved rights it has to terminate this Agreement, the Department may terminate or suspend the Agreement under the following circumstances:

1. The City shall complete the project as set forth in this Agreement, and failure to render satisfactory progress or to complete the project to the satisfaction of the State may be deemed an abandonment of the project and may cause the suspension or termination of any obligation of the State. In the event the City should be deemed to have abandoned the project for any reason or cause other than a national emergency or an Act of God, all monies paid to the City by the State and not expended in accordance with this Agreement shall be repaid to the State upon demand. If such monies are not repaid within one year after such demand, the State Comptroller of the State of New York may cause to be withheld from the City any State assistance to which the City would otherwise be entitled in an amount equal to the monies demanded.

2. In the event that the Department has provided written notice to the City directing that the City correct any failure to comply with this Agreement, the Department reserves the right to direct that the City suspend all work during a period of time to be determined by the Department. If the City does not correct such failures during the period provided for in the notice, this Agreement shall be deemed to be terminated after expiration of such time period.

During any such suspension, the City agrees not to incur any new obligations after receipt of the notice without approval by the Department.

3. If the Department determines the City has breached a term of the Agreement and if the Department determines the defect can be remedied, it may, in its sole discretion, issue a written notice providing the City with a minimum of 30 days to correct the defect and the notice may include a prospective termination date. If the City fails to correct the defect or fails to make a good faith effort to do so as determined by the Department to the

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Department's satisfaction, the Department may terminate the Agreement for cause.

4. The Department shall also have the right to postpone or suspend the Agreement or deem it abandoned without this action being a breach of the Agreement. The Department shall provide written notice to the City indicating the Agreement has been postponed, suspended or abandoned. During any postponement, suspension or abandonment the City agrees not to do any work under the Agreement without prior written approval of the Department.

5. In the event the Agreement is postponed, suspended, abandoned or terminated, the Department shall make a settlement with the City upon an equitable basis in good faith and under the general compensation principles and rates established in the Agreement by the Department. This settlement shall fix the value of the work which was performed by the City to the Department's satisfaction prior to the postponement, suspension, abandonment or termination of the Agreement.

6. Any funds paid to the City by the Department which are not expended under the terms of the Agreement shall be repaid to the Department.

G. Subcontracting Requirements

1. City agrees that it shall not enter into any subcontract for the performance of work in furtherance of this Contract with any subcontractor that at the time of contracting: (1) is listed on the New York State Department of Labor’s list of companies with which New York State cannot do business (available at https://dbr.labor.state.ny.us/EDList/searchPage.do ); (2) is listed as an entity debarred from federal contracts (available at: https://www.sam.gov/portal/public/SAM ); or (3) fails to possess requisite workers compensation and disability insurance coverage (see http://www.wcb.ny.gov ). In addition, City agrees that it shall immediately suspend or terminate any subcontract entered into for the performance of work in furtherance of this Contract if at any time during the term of such subcontract the subcontractor: (1) is listed on the New York State Department of Labor’s list of companies with which New York State cannot do business (available at https://dbr.labor.state.ny.us/EDList/searchPage.do ); (2) is listed as an entity debarred from federal contracts (list available at: https://www.sam.gov/portal/public/SAM ); or

(3) fails to maintain requisite workers compensation or disability insurance coverage (see http://www.wcb.ny.gov).

City agrees that any such suspension shall remain in place until the condition giving rise to the suspension is corrected by the subcontractor. The terms of this clause shall be incorporated in any and all subcontracts entered into in furtherance of this Contract.

2. The City’s use of subcontractors shall not diminish the City’s obligations to complete the Work in accordance with the Contract. The City shall control and coordinate the Work of its subcontractors.

3. The City shall be responsible for informing its subcontractors of all the terms, conditions and requirements of the Contract Documents including, but not limited to the terms of the Master Grant Contract, any and all Appendices, and any changes made by amendments thereto, and ensuring that any and all subcontracts entered into in furtherance of this Contract conform to and do not conflict with such terms.

4. City shall file each and every subcontract entered into in furtherance of this Contract with the Department of State no later than fifteen (15) calendar days following the signing of the subcontract, unless otherwise authorized or directed by the Department of State.

5. In addition to the requirements of Section IV.B.2 of the Standard Terms and Conditions, the Department reserves the right to require, upon notice to the City, that, commencing from the date of such notice or a date otherwise specified in such notice, City must obtain written approval from the Department prior to entering into any and all

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subcontracts valued at or below $100,000 for the performance of any activities covered by this Contract (as provided for in Attachment C). City agrees to require any proposed subcontractors to timely provide to the Department such information as may be requested by the Department as necessary to assess whether the proposed subcontractor is a responsible entity capable of lawfully and satisfactorily performing the work. In the event the Department invokes this right of prior approval and a request for approval is submitted by City and denied by the Department, City agrees that it shall not enter into the proposed subcontract and that no costs associated with such subcontract shall be allowable under this Contract.

H. Compliance with Procurement Requirements

1. All contracts by municipalities for service, labor, and construction involving not more than $35,000 and purchase contracts involving not more than $20,000 are subject to the requirements of General Municipal Law §104-b, which requires such contracts to comply with the procurement policies and procedures of the municipality involved. All such contracts shall be awarded after and in accordance with such municipal procedures, subject to the MWBE requirements as set forth in Section M and any additional requirements imposed by the State as set forth in Attachment C hereof.

2. The municipal attorney, chief legal officer or financial administrator of the City shall certify to the Department of State that applicable public bidding procedures of General Municipal Law §103 were followed for all service, labor, and construction contracts involving more than $35,000 and all purchase contracts involving more than $20,000. In the case of contracts by municipalities service, labor, and construction contracts involving not more than $35,000 and purchase contracts involving not more than $20,000, the municipal attorney, chief legal officer or financial administrator shall certify that the procedures of the municipality established pursuant to General Municipal Law §104- b were fully complied with, in addition to the MWBE requirements as set forth in Section M of this Agreement and any additional requirements imposed by the State as set forth in Attachment C hereof.

3. For non-municipal entities such as community-based organizations, the chief legal officer or financial administrator of the City shall certify to the State that alternative proposals and quotations for professional services were secured by use of written requests for proposals through a publicly advertised process satisfactory to meet the MWBE requirements set forth in Section M of this Agreement and to ensure the prudent and economical use of public funds for professional services of maximum quality at reasonable cost.

I. Vendor Responsibility Determinations

1. A Vendor Responsibility Questionnaire and Certification is required for certain contracts. This Questionnaire is designed to provide information to assist the contracting agency in assessing a CITY’s responsibility, prior to entering into a contract, and must be completed and submitted electronically or returned with the contract. City is invited to file the required Vendor Responsibility Questionnaire online via the New York State VendRep System or may choose to complete and submit a paper questionnaire. To enroll in and use the New York State VendRep System, see the VendRep System Instructions available at http://osc.state.ny.us/vendrep/index.htm or go directly to the VendRep System online at https://portal.osc.state.ny.us . For direct VendRep System user assistance, the Office of the State Comptroller’s Help Desk may be reached at 866-370-4672 or 518-408-4672 or by email at helpdesk@osc.state.ny.us. Vendors opting to file a paper questionnaire can obtain the appropriate questionnaire from the VendRep website www.osc.state.ny.us/vendrep or may contact the Department of State or the Office of the State Comptroller’s Help Desk for a copy of the paper form.

2. City hereby acknowledges that the Vendor Responsibility Questionnaire (VRQ), as described in Section IV (N) of the Master Grant Contract, as well as any updated or amended version of the VRQ submitted during the term of this contract, or any City responsibility information that may be requested by the Department and submitted during

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the term of this contract, is made a part of this contract by reference hereto and that any misrepresentation of fact in the information submitted, may result in termination of this contract. During the term of this Contract, any changes in the information provided in the questionnaire shall be disclosed to the Department, in writing, in a timely manner. Failure to make such disclosure may result in a determination of non-responsibility and termination of the contract.

J. State Attorney General Charities Registration

In accordance with the Estates, Powers and Trust Law § 8-1.4 (s), the recipient certifies that it is in compliance with the requirements of Estate, Powers and Trusts Law sections 8-1.4 (d), (f), and (g), regarding organizations which administer property for charitable purposes registering and filing periodic reports (together with the appropriate filing fees) with the New York State Attorney General's Charities Bureau. This certification is a material representation of fact upon which reliance was placed by the Department of State in entering into this Agreement with the City. The City agrees that it will provide immediate written notice to the Department of State if at any time it learns that this certification was erroneous when made or has become erroneous by reason of changed circumstances.

K. Records Access

The City shall make such records available for review by the Department upon request at any time. The Department shall have the right to conduct progress assessments and review books and records as necessary. The Department shall have the right to conduct an on-site review of the Project and/or books and records of the City prior to, and for reasonable time following, issuance of the final payment. The Department shall be entitled to disallow any cost or expense, and/or terminate or suspend this Agreement, if the City has misrepresented any expenditures or Project activities in its application to the Department, or in this Agreement, or in any progress reports or payment requests made pursuant hereto. The City shall maintain such books and records in a manner so that reports can be produced therefrom in accordance with generally accepted accounting principles. The City shall maintain separate financial books and records for all funds received through the Department pursuant to this Agreement.

L. Notices

Pursuant to Section J of the Master Grant Contract, notice hereunder shall be addressed as follows:

1. Notice to the State Name: Laurissa Garcia Title: Contract Management Specialist Agency/Division: Department of State, Office of Planning and Development Address: 99 Washington Avenue, Suite 1010 Albany, NY 12231 Telephone Number: 518-486-9540 E-Mail Address: opdcontracts@dos.ny.gov

2. Notice to the City Name: Steven T. Noble Title: Mayor Affiliation: City of Kingston Address: 420 Broadway Kingston, NY 12401 Telephone Number: 845-334-3902 E-Mail Address: snoble@kingston-ny.gov

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M. Limits on Administrative Expenses and Executive Compensation (19 NYCRR Part 144, incorporated herein by reference):

1. If City is a “covered provider” within the meaning of 19 NYCRR § 144.3(d) at any time during the life of this Agreement, then during the period when City is such a “covered provider”:

a. City shall comply with the requirements set forth in 19 NYCRR Part 144, as amended; and

b. City’s failure to comply with any applicable requirement of 19 NYCRR Part 144, as amended, including but not limited to the restrictions on allowable administrative expenses, the limits on executive compensation, and the reporting requirements, may be deemed a material breach of this Agreement and constitute a sufficient basis for, in the discretion of the Department, termination for cause, suspension for cause, or the reduction of funding provided pursuant to this Agreement.

2. City shall include the following provision in any agreement with a subcontractor or agent receiving State funds or State-authorized payments from the City to provide program or administrative services under this Agreement:

[Name of subcontractor/agent] acknowledges that, pursuant to this Agreement, it is receiving “State funds” or “State-authorized payments” originating with, passed through, or approved by the New York State Department of State in order to provide program or administrative services on behalf of [Name of CITY]. If at any time during the life of this Agreement [Name of subcontractor/agency] is a “covered provider” within the meaning of Section 144.3(d) of DOS regulations, [Name of subcontractor/agent] shall comply with the terms of 19 NYCRR Part 144, as amended. A failure to comply with 19 NYCRR Part 144, where applicable, may be deemed a material breach of this Agreement constituting a sufficient basis for suspension or termination for cause. The terms of 19 NYCRR Part 144, as amended, are incorporated herein by reference.

N. Minority and Women Owned Business Participation

Article 15-A of the New York State Executive Law, as amended, authorized the creation of a Division of Minority and Women's Business Development to promote employment and business opportunities on state contracts for minorities and women. This law supersedes any other provision in state law authorizing or requiring an equal employment opportunity program or a program for securing participation by minority and women-owned business enterprises.

Under this statute, State agencies are charged with establishing business participation goals for minorities and women.

The Department of State administers a Minority and Women owned Business Enterprises (MWBE) Program as mandated by Article 15-A.

1. General Provisions

a. The Department of State is required to implement the provisions of New York State Executive Law Article 15- A and Parts 140-145 of Title 5 of the New York Codes, Rules and Regulations (“NYCRR”) for all State contracts, as defined therein, with a value (1) in excess of $25,000 for labor, services, equipment, materials, or any combination of the foregoing or (2) in excess of $100,000 for real property renovations and construction.

b. The Contractor to the subject contract (the “Contractor” and the “Contract,” respectively) agrees, in addition to any other nondiscrimination provision of the Contract and at no additional cost to the New York State Department of State (the “Agency”), to fully comply and cooperate with the Agency in the implementation of New York State Executive Law Article 15-A and the regulations promulgated thereunder. These requirements include equal employment opportunities for minority group members and women (“EEO”) and contracting

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opportunities for New York State-certified minority and women-owned business enterprises (“MWBEs”). The City’s demonstration of “good faith efforts” pursuant to 5 NYCRR §142.8 shall be a part of these requirements.

These provisions shall be deemed supplementary to, and not in lieu of, the nondiscrimination provisions required by New York State Executive Law Article 15 (the “Human Rights Law”) and other applicable federal, state, and local laws. City agrees that the terms “MWBE,” “MBE” and “WBE” as used herein, shall mean those MBE or WBE firms certified as such by the State pursuant to NY Executive Law Article 15-A and listed in the directory of New York State Certified MWBEs found at the following internet address:

https://ny.newnycontracts.com/FrontEnd/VendorSearchPublic.asp .

c. Failure to comply with all of the requirements herein may result in a finding of nonresponsiveness, non-responsibility and/or a breach of contract, leading to the assessment of liquidated damages pursuant to Section M(7) of this Attachment and such other remedies as are available to the Agency pursuant to the Contract and applicable law.

2. Contract Goals

a. The Department’s New York State-certified Minority and Women-owned Business Enterprises (“MWBEs”) utilization goal is 30%. For purposes of this Contract, the specific overall MWBE goal and the breakdown between the Minority-owned Business Enterprise (“MBE”) and the Women-owned Business Enterprise (“WBE”) utilization goals, are set forth in the Attachment B “Budget”, based on the current availability of MBEs and WBEs.

b. For purposes of providing meaningful participation by MWBEs on the Contract and achieving the MWBE Contract Goals established in Section 2(a) hereof, the City should reference the directory of New York State Certified MWBEs found at the following internet address:

https://ny.newnycontracts.com/FrontEnd/VendorSearchPublic.asp. Additionally, the City is encouraged to contact the Division of Minority and Women’s Business Development at (212) 803-2414 to discuss additional methods of maximizing participation by MWBEs on the Contract.

c. The City understands that only sums paid to MWBEs for the performance of a commercially useful function, as that term is defined in 5 NYCRR § 140.1, may be applied towards the achievement of the applicable MWBE participation goal. The portion of a contract with an MWBE serving as a broker that shall be deemed to represent the commercially useful function performed by the MWBE shall be 25 percent of the total value of the broker’s contract.

FOR CONSTRUCTION CONTRACTS – The portion of a contract with an MWBE serving as a supplier that shall be deemed to represent the commercially useful function performed by the MWBE shall be 60 percent of the total value of the supplier’s contract. The portion of a contract with an MWBE serving as a broker that shall be deemed to represent the commercially useful function performed by the MWBE shall be the monetary value for fees, or the markup percentage, charged by the MWBE.

d. The City must document "good faith efforts," pursuant to 5 NYCRR §142.8, to provide meaningful participation by MWBEs as subcontractors and suppliers in the performance of the Contract. Such documentation shall include, but not necessarily be limited to:

1) Evidence of outreach to MWBEs;

2) Any responses by MWBEs to the City’s outreach;

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3) Copies of advertisements for participation by MWBEs in appropriate general circulation, trade, and minority or women-oriented publications;

4) The dates of attendance at any pre-bid, pre-award, or other meetings, if any, scheduled by the Agency with MWBEs; and,

5) Information describing specific steps undertaken by the City to reasonably structure the Contract scope of work to maximize opportunities for MWBE participation.

3. Equal Employment Opportunity (“EEO”)

a. The provisions of Article 15-A §312 of the Executive Law and the rules and regulations promulgated thereunder pertaining to equal employment opportunities for minority group members and women shall apply to the Contract.

b. In performing the Contract, the City shall:

1) Ensure that each Contractor and subcontractor performing work on the Contract shall undertake or continue existing EEO programs to ensure that minority group members and women are afforded equal employment opportunities without discrimination because of race,…