REQUEST FOR PROPOSALS ROCHESTER SCHOOLS MODERNIZATION PROGRAM PHASE 1 THIRD PARTY REVIEW SERVICES o The Rochester Joint Schools Construction Board, on behalf of Rochester Schools Modernization Program, is seeking proposals for Third Party Review Services related to the Independent Compliance Officer s Records for Phase 1 Issue Date: October 11, 2013 Rochester City School District Facilities Modernization Program 1776 N. Clinton Ave. Rochester, NY 14621
Rochester Joint Schools Construction Board 1776 N. Clinton Avenue, Rochester, New York 14621 Telephone: 585-512-3806 REQUEST FOR PROPOSAL Date: October 11, 2013 From: Rochester Joint Schools Construction Board Thomas Renauto, Executive Director Send Proposal to: Rochester Joint Schools Construction Board Thomas Renauto, Executive Director 1776 N. Clinton Avenue Rochester, NY 14621 Tel. (585) 512-3806 Submit Questions to: trenauto@aol.com RFP SCHEDULE DATES 1. RFP issued to service providers/potential responders October 11, 2013 2. Deadline for submittal of questions, clarifications and modifications regarding the RFP by service providers/potential responders. October 18, 2013 3. Answers to questions and/or modifications issued by Addendum and posted on the RJSCB website: www.rcsdk12.org/rsmp October 21, 2013 4. Submittal Deadline for Request for Proposals. October 25, 2013 5. Interviews with short listed firms (anticipated). October 29, 2013 6. Award (anticipated). November 4, 2013
INDEX 1.0 Purpose of Request for Proposal 2.0 District Information 3.0 Rochester Joint Schools Construction Board Information 4.0 Scope of Services and Schedule of Services 5.0 Proposal 6.0 Records and Reports 7.0 Final Report of Compliance 8.0 Communication 9.0 Owner Responsibilities 10.0 Independent Compliance Officer Responsibilities 11.0 RFP Review Criteria 12.0 Responding to the RFP/Qualifications 13.0 Insurance Requirements/Indemnification 14.0 Interview/Selection Process 15.0 Questions 16.0 Equal Opportunity 17.0 Procurement Process 18.0 Appendices Appendix A: Offerers Affirmation of Understanding of an Agreement Pursuant to State Finance Law 139-j (6) (b) Appendix B: Offerers Certification of Compliance with State Finance law 139-k (5) Appendix C: Form of Offerers Disclosure of Prior Non-Responsibility Determination 19.0 Attachments 20.0 Form of Agreement Attachment A: Fee Submittal Form
1.0 PURPOSE OF REQUEST FOR PROPOSAL The Rochester Joint Schools Construction Board (RJSCB) on behalf of the Rochester City School District (RCSD) seeks the services of a firm (Third Party Review Firm) with expertise in records auditing/review services (Third Party Review Services). The Rochester Schools Modernization Program (RSMP) is governed by the Rochester Joint Schools Construction Board to modernize the Rochester City Schools. Phase 1 of the program includes twelve schools. This RFP is specific to records kept to date for Phase 1 of the Rochester Schools Modernization Program. It is anticipated the selected firm will focus on the completeness of records kept and maintained by the Independent Compliance Officer (ICO), review compliance documents prepared for the business and workforce participation goals of the Phase 1 projects provided by consultants, vendors, suppliers, prime contractors, and all lower tier sub-contractors, Including but not limited to DP-1, DP-2, DP-3, DP-3a, certified payrolls, and other compliance documents for the Phase 1 project. The review will also include a detailed assessment of all DP-1 submissions and verification of DP-3s against certified payroll reports. All services will be provided in accordance with the governing laws of the State of New York, the New York State Education Department, the City of Rochester, the Rochester Joint School Schools Construction Board, and the Rochester City School District. The services to be provided will include compliance with all due dates and deadlines, coordination with RJSCB/RCSD internal departments and outside consultants, as well as monitoring of all required policies and procedures for the proper and successful administration under the direction of the appropriate RJSCB representatives. 2.0 DISTRICT INFORMATION The Rochester City School District is located in western New York State on the south shore of Lake Ontario and is bisected by the Genesee River. It has a city population of over 200,000 and a metropolitan population of over 700,000. The RCSD serves approximately 30,000 students in pre-kindergarten through grade 12. It operates in approximately 52 Buildings. The RCSD currently employs approximately 7,500 employees. The District budget for 2012-13 is approximately $725M and in 2013-14 is approximately $740M. 3.0 ROCHESTER JOINT SCHOOLS CONSTRUCTION BOARD INFORMATION The seven-member RJSCB was established by legislation to oversee the Rochester School Modernization Program, which is a three-phase joint initiative of the Rochester City School District and the City of Rochester to update and improve school facilities. This estimated $1.2 billion RSMP is expected to span about 15 years. Only Phase 1 of the RSMP has been approved to date and services being requested under this RFP are for school projects in Phase 1 of the RSMP. 4.0 SCOPE OF SERVICES AND SCHEDULE OF SERVICES The Rochester Joint Schools Construction Board seeks a Third Party Review firm that will be hired by, and report directly to, the RJSCB. The firm will have an in-depth knowledge base and breadth of experience conducting audits, records investigation, and reporting.
DETAILED SCOPE OF SERVICES The Third Party Review shall: Focus on the completeness of records kept and maintained by the ICO. Review compliance documents prepared for the business and workforce participation goals of the Phase 1 projects provided by consultants, vendors, suppliers, prime contractors, and all lower tier subcontractors. Review DP-1, DP-2, DP-3, DP-3a, certified payrolls, and other compliance documents for the Phase 1 project. Provide a detailed assessment of all DP-1 submissions and verification of DP-3s against certified payroll reports. Provide a final report detailing any deficiencies. SCHEDULE OF SERVICES The Third Party Review Firm will begin work immediately upon award by the RJSCB, anticipated for November 4, 2013. The final report is due to the Executive Director on or before December 6, 2013 5.0 PROPOSAL Proposal Requirements: 1) Provide proof that the firm is duly licensed or registered to perform the requested services in the State of New York. 2) Provide a detailed staffing plan indicating understanding of the scope of work and of the project schedule. 3) Cost Proposal: a) Provide a cost for the total value for the work. The proposal must indicate all levels of staff being proposed, the rates for each person, the hours for each person for the duration of the project. b) Provide per hour rates for the following personnel: Project Executive Records Officer Administrative support Any additional categories not listed here * all consumables such as office supplies, copies, etc. necessary carry out the performance of the work are not considered reimbursable. Costs should be factored into the total value for the work. Third Party Review Firm shall: Cooperate with the Owner, Program Manager, RCSD, the City of Rochester, architects, engineers, construction managers, and construction contractors.
Provide qualified personnel, as required, upon notice. Perform specified inspections at the place of business of the ICO and other locations as necessary. Understand the project requirements of the diversity plan, the contract front-end documents, and the ICO s duties under the enabling legislation. Ascertain the ICO s compliance with the project requirements. Submit a final report. The RJSCB reserves the right to revise the scope of services prior to the execution of a contract to: (1) reflect changes arising out of this proposal process; (2) incorporate any RJSCB requirements adopted after the publication of this Request for Proposal, and (3) incorporate any other changes it deems necessary. The proposer must include in their proposal their acknowledgment and acceptance that work not listed in the scope of services may be required during construction. RJSCB requested changes to the scope of work will be negotiated during the project and the contract will be amended as necessary. Billing Procedures: The Third Party Reviewer, including but not limited to Third Party Review services as indicated herein, will be reimbursed on a unit cost/hourly basis up to the lump sum defined in the proposal. Additional services may be authorized, if necessary, with advance notification from the Executive Director. The Third Party Reviewer is to submit invoices on a monthly indicating the job name, with the name of each staff member and their associated hours and rates. Reimbursable expenses: Mileage expenses for local travel to job sites/meetings within the Rochester area are non-reimbursable expenses. No reimburseable expenses will be allowed unless there is a pre-approval from the RJSCB Executive Director. 6.0 RECORDS AND REPORTS All reports shall be formatted per direction of the Executive Director. General information to be provided for all reports generated includes the following: Project Title Date/Period of monitoring School projects evaluated Completeness of project records and deficiencies found 7.0 FINAL REPORT OF COMPLIANCE At the completion of the work the Third Party Review Firm shall submit a report of compliance to the Executive Director/RJSCB indicating the ICO s conformance with the requirements for the project and shall describe non-conforming conditions not mitigated or resolved. The Third Party Review Firm shall submit the final report of compliance to the Executive Director/RJSCB. 8.0 COMMUNICATION The Third Party Review Firm shall immediately notify the Executive Director and Program Manager of conditions found to be in non-conformance with the requirements of the Contract Documents. 9.0 OWNER RESPONSIBILITIES Owner will provide the Third Party Review Firm with a copy of the Comprehensive School Facilities Modernization Plan Phase 1.
Owner will provide the Third Party Review Firm with a list of each prime contractor, subcontractor, and professional service provider for the project. Owner will provide the Third Party Review Firm with a copy of the diversity plan, the contract front-end documents including the MWBE requirements, and the enabling legislation. 10.0 INDEPENDENT COMPLIANCE OFFICER RESPONSIBILITIES Independent Compliance Officer shall cooperate with the Third Party Review Firm and its agents so that monitoring may be performed without hindrance. Independent Compliance Officer shall notify Third Party Review Firm where changes to the diversity plan and contract documents have taken place during the course of the various school projects. Independent Compliance Officer shall provide Third Party Review Firm with access to all project records. Independent Compliance Officer shall provide monthly business and workforce diversity reporting, certified payroll reports, and Rochester Careers in Construction reports to the Third Party Review Firm. 11.0 RFP REVIEW CRITERIA The written responses to the following points shall be used as criteria by the RJSCB for developing a list of finalists for interviews and/or for final selection by the RJSCB: 1. Relevant Third Party Review Service experience over the past 10 years. 2. Location of business operations for team members in the greater Rochester area. 3. If partnering with another firm or consultant, whether the team members have worked together on previous projects. 4. Specific team members assigned to the project along with their professional background, experience and qualifications. 5. References received on behalf of the firm as well as for the individual project team members. 6. Adherence to the RJSCB s policies, procedures, and standards. 7. Flexibility to the Owner s changes. 8. Adherence to the project schedule. 9. Coordination with the RJSCB Executive Director and Program Manager. 10. Describe the firm s familiarity and understanding of the Rochester Schools Modernization Project and the program s diversity goals for business utilization and workforce participation. The RJSCB, with its Program Manager, will evaluate proposals based on the experience and demonstrated abilities of the firms with respect to the above listed criteria. Based on the RFP responses, the RJSCB may
interview as many firms as it deems necessary to determine which firm can provide the most effective services as an experienced Third Party Review Services provider. Minority-owned and women-owned firms are encouraged to respond. See the RJSCB s Equal Opportunity statement in Section 16 of this RFP. Contracts will be negotiated with the successful firms after approval of award by the RJSCB. 12.0 RESPONDING TO THE RFP/QUALIFICATIONS 12.1 E-Mail Indicating Interest. Third Party Review firms who intend to respond to this RFP are requested to notify the RJSCB s Executive Director by sending an e-mail to: trenauto@aol.com with the RFP name in the subject line. Please indicate the name, address, telephone, and e-mail address of the interested firm and contact person. 12.2 Submission. Submit twelve (12) copies of all requested information in paper form and one (1) electronic copy (compact disk or flash drive) to the offices of the Rochester Joint Schools Construction Board located at 1776 N. Clinton Avenue, Rochester, NY 14621; Attention: Tom Renauto, Executive Director no later than 2:00 pm on October 25, 2013. 12.2.1 Unit prices/hourly Rated for services should be submitted on the enclosed form. 12.3 Statement of Qualifications. Statement of qualifications should clearly and accurately demonstrate specialized knowledge and experience required for consideration for Third Party Review Services. Responsive proposals should provide straightforward, concise information that satisfies the requirements specified below. Résumés of staff shall be submitted with the proposal and shall identify individuals experience. It is expected that monitoring and reporting will be performed by agents who have relevant experience in the category indicated. The responding firm shall disclose current or past business relationships or any potential conflict of interest with the ICO or the RSMP. The responding firm must also commit that it will not respond to any future RFPs for the ICO position or seek to perform ICO services in Phase 2 of the RSMP. Each submittal shall include a statement of proposer s qualifications in the form provided in this RFP on the stationary of the proposing firm. The statement shall bear the signature and title of an authorized representative of the proposer. The following information should be provided on the proposer s stationary and submitted with the proposal. All questions must be answered and the data given must be clear and comprehensive. The proposer may submit any additional information he/she desires. 1. Name of proposer 2. Permanent main office address 3. Date of organization 4. Legal form of ownership. If a corporation, date of incorporation 5. Number of years engaged in the services to be provided under the company s present name 6. Experience in work similar in scope of services, and in importance to this proposal 7. List not less than three (3) client references for who services similar to this Request for Proposal are currently, or have previously been provided. Include for each client: Name of organization Appropriate gross cost of agreement Date services started Services being provided
Responsible official, address and telephone number of person available as a reference. 8. Have you ever failed to complete any work awarded to you? If so, where and why? 9. Have you ever defaulted on a contract? If so, where and why? 10. Describe any pending litigation or other factors that could affect your organization s ability to perform this agreement. 11. Names, titles, reporting relationships, and background and experience of the principal members of your organization, including the officers. Indicate which individuals are authorized to bind the organization in negotiations with the RJSCB. 12. Name, title, address and telephone number of the individual to whom all inquiries about this submittal should be addressed. 13. Fee Proposal. Please provide a total value for the work. Refer to the schedule attached for hourly rates. 14. Preparation Costs. All costs incurred in the preparation and presentation of the proposal shall be wholly absorbed by the proposer. The RJSCB reserves the right to reject any and all proposals, and to request clarification of information from any firm submitting a proposal. In addition, the RJSCB reserves the right to award the contract to the consultant(s) to its own advantage and to negotiate compensation with the preferred consultant(s). 13.0 INSURANCE REQUIREMENTS/INDEMNIFICATION 13.1 Insurance Policies: The Third Party Review Services contract that will be entered into for the work on this project will have the following insurance requirements. All respondents to this RFP are presumed to be able to meet these requirements: Commercial General Liability Limits Per Occurrence Limit: $1,000,000 General Aggregate (other than Products/Completed Operations): $2,000,000 Products and Completed Operations: $2,000,000 Personal and Advertising injury: $1,000,000 Fire Damage Legal Liability: $ 300,000 Medical Payments, any one person: $ 10,000 Business Automobile: Professional Liability Insurance: Workers Compensation: $1 million per accident $1 million per claim / $2,000,000 aggregate Statutory amount Employer s Liability: $500,000.00 Excess/Umbrella (for general aggregate and auto liability only): $5 million
13.1.1 The RJSCB shall be a certificate holder and an additional named insured on such policies on a primary and non-contributory basis. The selected firm will be required to furnish the RJSCB with a certificate of insurance evidencing that it has complied with the obligations under this section of the RFP. In addition, the selected firm shall require its sub-consultants, if any, to carry similar liability insurance, to name the RJSCB as a certificate holder and an additional insured on such policies and to furnish the RJSCB with certificates of insurance establishing compliance with this obligation. Thirty (30) Days notice of cancellation is required. Selected firms are responsible for the payment of all insurance premiums. 13.1.2 All liability policies (excluding workers compensation and professional) shall also include the following as additional insured on a primary and non-contributory basis: Rochester Joint School Construction Board (RJSCB); the City of Rochester; the Rochester City School District (RCSD); Gilbane Building Company; County of Monroe Industrial Development Agency (COMIDA); Trustee -US Bank National Association; and Savin Engineers PC. A waiver of subrogation in favor of Rochester Joint School Construction Board (RJSCB); the City of Rochester; the Rochester City School District (RCSD); Gilbane Building Company; County of Monroe Industrial Development Agency (COMIDA); Trustee U.S. Bank National Association; and Savin Engineers PC applies to general liability, automobile liability; umbrella and worker's compensation (GL additional insured, ongoing & completed operations, form CG2010 1185 or equivalent - to be attached to certificate). Copies of all additional insured/primarynoncontributing/waiver of subrogation endorsements must be attached to certificate. Policies shall include a 30 day notice of cancellation to Rochester Joint School Construction Board (RJSCB). Copies of endorsements to be attached to the certificate. 13.2 Indemnification & Hold Harmless: 14.0 INTERVIEW/SELECTION PROCESS The selected Third Party Review Firm will be required to agree to the indemnity provisions that are included in the proposed Agreement between Owner and Third Party Review Firm which is attached hereto. Proposals will be reviewed, evaluated, and scored by a panel composed of RSMP and RJSCB staff and board members, based on the selection criteria. A short list of firms will be established. Short-listed firms will be notified via e-mail of their interview date, time, and location. It is anticipated that firms will be notified by Noon on October 28, 2013 regarding interviews, which are scheduled for October 29, 2013. The RJSCB reserves the right to waive any interviews if the panel believes that they are not necessary for the panel s selection and are not in the best interest of the RJSCB. After the interviews have taken place, the firm(s) will be ranked and the highest-ranking firm(s) will be contacted regarding contract execution. Final selection of the firm(s) is expected to occur at the RJSCB meeting on November 4, 2013. 15.0 QUESTIONS Prospective proposers are entitled to ask questions about the RFP and the nature of the services being solicited in accordance with the procedure for the submission of such questions specified in this RFP. In lieu of a pre-proposal conference, any questions regarding the RFP or selection process should be submitted via email to trenauto@aol.com by 12:00 noon on October 18, 2013. Submitted questions and answers will be
provided to all solicited firms via email by addendum by October 21, 2013, barring any unforeseen circumstances. 16.0 EQUAL OPPORTUNITY The Rochester Joint Schools Construction Board (RJSCB) recognizes the need to take action to ensure that minority and women-owned business enterprises, disadvantaged business enterprises, and minority and women employees and principals are given the opportunity to participate in the performance of contracts of the RJSCB. This opportunity for full participation in our free enterprise system by persons traditionally, socially and economically disadvantaged is essential to obtain social and economic equality. Accordingly, the RJSCB fosters and promotes the participation of such individuals and business firms in contracts with the RJSCB. Each firm for this undertaking should acknowledge its understanding and support of the social policy herein stated and will be expected to demonstrate its efforts to solicit the participation of such individuals as partners, and/or employees. In this regard, the RJSCB expects the successful firm to undertake or continue the existing programs to ensure that minority group members and women are afforded equal employment opportunities without discrimination. The RJSCB is committed to minority-owned, women-owned, small business and disadvantaged business utilization ( M/W/S/DBE ) and workforce diversity for the Rochester Schools Modernization Project. Partnerships between the primary professional service firm and M/W/S/DBE subconsultants are strongly encouraged, however they are not a qualification for award for this RFP. The RJSCB encourages minority and women workforce participation in the staffing plan set forth by the bidder, however the workforce program goals are not a qualification for award for this RFP. 17.0 PROCUREMENT PROCESS Pursuant to State Finance Law 139-j and 139-k, this Request for Proposals includes and imposes certain restrictions on communications between the Board and an offerer/bidder during the procurement process. An offerer/bidder is restricted from making contact from the earliest notice of intent to solicit offers through final award and approval of the procurement contract by the Board ( restricted period ), to other than the Board s procurement officer (Procurement Officer) unless it is a contact that is included among certain statutory exceptions set forth in State Finance Law 139-j (3) (a). The Board s Procurement Officer for this governmental procurement, as of the date hereof, is identified in this Request for Proposals. Board employees are also required to obtain certain information when contacted during the restricted period and make a determination of the responsibility of the offerer/bidder pursuant to these two statutes. Certain findings of non-responsibility can result in rejection for contract award and in the event of two findings within a four (4) year period; the offerer/bidder is debarred from obtaining government procurement contracts. Further information about these requirements may be obtained from the Procurement Officer. Procurement Officer: Thomas Renauto Executive Director Rochester Joint Schools Construction Board 1776 N. Clinton Avenue Rochester, NY 14621
Phone: (585)-512-3806 *** END ***
APPENDIX A OFFERER S AFFIRMATION OF UNDERSTANDING OF AND AGREEMENT PURSUANT TO STATE FINANCE LAW 139-j (6) (b) Background: State Finance Law 139-j (6) (b) provides that: Every Governmental Entity (including, voluntarily, the Rochester Joint Schools Construction Board, the Board ) shall seek written affirmations from all Offerers as to the Offerer s understanding of an agreement to comply with the Board s procedures relating to permissible contracts during a Governmental Procurement pursuant to State Finance Law 139-j(3). Instructions: In connection with all proposals, bids, RFP s, etc., the Board must obtain the following affirmation of understanding and agreement to comply with procedures on procurement lobbying restrictions regarding permissible contacts in the Restricted Period for a Procurement Contract in accordance with State Finance Law 139-j and 139-k: Offerer affirms that it understands and agrees to comply with the Rochester Joint Schools Construction Board s Procurement Disclosure Policy, which Policy conforms to the requirements of State Finance Law 139-j (3) and 139-j(6)(b). BY *LEGAL NAME OF FIRM OR CORPORATION AUTHORIZED SIGNATURE ADDRESS TYPED NAME OF AUTHORIZED SIGNATURE/TITLE CITY, STATE, ZIP CODE TELEPHONE/DATE *Indicate the complete legal name of your firm or corporation. Do not abbreviate. If a corporation, use name as it appears on corporate seal.
APPENDIX B OFFERER CERTIFICATION OF COMPLIANCE WITH STATE FINANCE LAW 139-K (5) By signing below, I certify that all information provided to the Rochester Joint Schools Construction Board with respect to State Finance Law 139-k is complete, true and accurate. *LEGAL NAME OF FIRM OR CORPORATION SOCIAL SECURITY OR TAX ID NUMBER ADDRESS PHONE NO. CITY, STATE, ZIP CODE FAX NO. NAME OF AUTHORIZED SIGNATURE TITLE OF AUTHORIZED SIGNATURE *Indicate the complete legal name of your firm or corporation. Do not abbreviate. If a corporation, use name as it appears on corporate seal. BY: (Sign) DATED:, 20
APPENDIX C FORM OF OFFERER DISCLOSURE OF PRIOR NON-RESPONSIBILITY DETERMINATION Name of Individual or Entity Seeking to Enter into the Procurement Contract: Address: Name and Title of Person Submitting this Form: Date: 1. Has any Government Entity made a finding of non-responsibility regarding the individual or entity seeking to enter into the Procurement Contract in the previous four years? (Please circle): No Yes If yes, please answer the next questions: 2. Was the basis for the finding of non-responsibility due to a violation of State Finance Law 139-j? (Please circle): No Yes 3. Was the basis for the finding of non-responsibility due to the intentional provision of false or incomplete information to a Government Entity? (Please circle): No Yes 4. If you answered yes to any of the above questions, please provide details regarding the finding of nonresponsibility below. Governmental Entity: Date of Finding of Non-Responsibility: Basis of Finding of Non-Responsibility: (Add additional pages as necessary)
5. Has any Governmental Entity or other governmental agency terminated or withheld a Procurement Contract with the above-named individual or entity due to the intentional provision of false or incomplete information? (Please circle): No Yes 6. If yes, please provide details below: Governmental Entity: Date of Termination or Withholding of Contract: Basis of Termination or Withholding: (Add additional pages as necessary) Offerer certifies that all information provided to the Rochester Joint Schools Construction Board with respect to State Finance Law 139-k is complete, true and accurate. By: Date: Signature:
ATTACHMENT A: FEE SUBMITTAL FORM RSMP Third Party Review Services TOTAL NOT TO EXCEED PRICE PROPOSAL FOR THE ROCHESTER SCHOOLS MODERNIZATION, THIRD PARTY REVIEW SERVICES. TOTAL WRITTEN VALUE: (DOLLARS) Additional Services Hourly Rates Title Hourly Rate Principal/Executive in Charge Records Monitor Administrative Support Other Other
AGREEMENT BETWEEN OWNER & CONSULTANT This Agreement (this Agreement ), dated, 2013, is made by and between ( Service Provider ), a with an office located at, and the Rochester Joint Schools Construction Board (the Owner or the RJSCB ), located at 1776 North Clinton Avenue, Rochester, NY 14621 for Third Party Review Services for Phase 1 of the Rochester Schools Modernization Program (the Program or RSMP ). This Agreement establishes the Terms and Conditions of the Services (as defined in Section 2) that will be provided by Service Provider. 1. SCOPE OF THE PROJECT 1.1 The project scope for which the Services under this Agreement applies is Phase 1 of the Program. 2. SCOPE OF CONSULTING SERVICES 2.1 The Service Provider shall provide the services as specified in Exhibit A- Scope of Services (the Services ). 3. THE OWNER'S RESPONSIBILITIES 3.1 The Owner shall assist the Service Provider by providing access to school facilities and placing at the Service Provider's disposal all available information pertinent to the Program including the information provided in Comprehensive School Facilities Modernization Plan-Phase 1 dated January 31, 2011. 4. SCHEDULE OF WORK 4.1 Upon execution of this Agreement by both parties,, the Service Provider is authorized to commence work on the Services.. It is anticipated that these Services will be completed by December 6, 2013. 5. ADDITIONAL SERVICES 5.1 Additional Services are Services that are requested in writing by the Owner that are not included in the Services described in Exhibit A- Scope of Services. 5.2 Compensation for Additional Services shall be invoiced to the Owner at an hourly rate, plus Reimbursable Expenses (if any), or other agreed upon method. The Service Provider will submit to the Owner an Authorization for Additional Services that describes the requested Additional Services and the not-to-exceed cost proposal for the Additional Services. The Owner's written authorization shall be required for Additional Services to commence. 5.3 For purposes of any Additional Services, the Service Providers hourly rates as of November 19, 2013 are as follows: 5.3.1 Principal / Executive in Charge 5.3.2 Records Monitor 5.3.3 Administrative Support 5.3.4 Other 5.3.5 Other 6. CONSULTANT'S ACCOUNTING RECORDS 6.1 Records of Reimbursable Expenses (as described in Section 9.2) and Service Provider's direct personnel time shall be kept by Service Provider on the basis of generally accounting principles and shall be available to the Owner or the Owner's representative at mutually convenient times at the Service Provider's office. 7. TERMINATION OF THIS AGREEMENT
7.1 This Agreement may be terminated by either party upon seven (7) days written notice should the other party fail substantially to perform in accordance with its terms through no fault of the party initiating the termination. 7.2 In the event that the Program or any applicable portion thereof is delayed by Owner or is permanently abandoned, the Owner upon at least seven (7) days written notice to the Service Provider may terminate this Agreement. 7.3 In the event of termination that is not the fault of the Service Provider, the Service Provider shall be compensated for Services performed to the termination date, together with Reimbursable Expenses then due. Service Provider shall not perform any additional Services or incur further Reimbursable Expenses following receipt of notice of termination from the Owner. 8. MISCELLANEOUS PROVISIONS 8.1 This Agreement shall be governed by and construed in accordance with the laws of the State of New York. 8.2 Any applicable statute of limitations shall commence to run and any alleged cause of action shall be deemed to have accrued in any and all events not later than the date payment is due to the Service Provider pursuant to Section 9. 8.3 This Agreement shall be binding upon, and inure to the benefit of, the parties and their respective successors, assigns and legal representatives. Neither the Owner nor the Service Provider shall assign, sublet or transfer any interest in this Agreement without the written consent of the other party. 8.4 This Agreement represents the entire and integrated agreement between the Owner and the Service Provider with respect to the subject matter hereof and supersedes all prior negotiations, representations or agreements either written or oral. This Agreement may be amended only by written instrument signed by both Owner and Service Provider. 8.5 Service Provider s fee may be subject to equitable adjustment by negotiation if agreed scope is changed or if Services are not completed by August 31, 2014, if such delay is not due to the fault of the Service Provider. 9. BASIC COMPENSATION 9.1 Services shall include all of the items listed in Exhibit A-Scope of Services and the Owner shall pay Service Provider for the Services based on the breakdown of the project costs as specified in Exhibit C, in accordance with the procedures set forth in Section 9.3. 9.1.1 Total Contract Value shall not exceed the sum of ($ ) 9.2 Reimbursable Expenses: 9.2.1 a) none permitted. 9.3 Invoices: 9.3.1 Subject to the provisions of Exhibit C, Service Provider will provide Owner with monthly invoices for all services. 10. OTHER CONDITIONS: 10.1 Use of Service Provider's Documents: 10.1.1 All forms, specifications, and reports prepared under this Agreement shall become the property of the Owner as they are completed by Service Provider or its employees or consultants and in all cases no later than completion of the work and payment in full of all monies due to the Service Provider. Service Provider will provide Owner with reproducible and editable electronic files when requested or as a final submittal under the Agreement. Due to the Owner's needs for these documents relative to future RSMP or Rochester City School District ( RCSD ) activities, Service Provider agrees to waive any authorship rights or
exclusive copyright, common law, or statutory rights that might affect use by the RJSCB or RCSD. Service Provider is permitted to retain copies for reference, but may not publicly disclose them or use them on other projects without Owner's written authorization. Owner agrees, to the fullest extent permitted by law, to indemnify and hold the Service Provider harmless from any claim, liability or cost (including reasonable attorneys' fees and defense costs) arising or allegedly arising out of reuse or modification of the documents by the Owner or any person or entity that acquires or obtains them from Owner. 10.2 Insurance: 10.2.1 Service Provider shall purchase and maintain, during the Term, at its own cost and expense, the insurance coverage described in Exhibit D. Prior to the full and final execution of this Agreement by both parties, Service Provider shall provide the Owner with certificates of insurance evidencing such coverage. All such policies, except workers compensation and professional liability policies, shall name the RJSCB, Gilbane Building Company, Savin Engineers, RCSD, the City of Rochester, the County of Monroe Industrial Development Agency (COMIDA), U.S. Bank National Association (the Trustee) as additional insureds on a primary and non-contributory basis, and shall incorporate a provision requiring the giving of written notice to the Owner at least thirty (30) business days prior to the cancellation, nonrenewal or modification of any such policies. Upon request, Service Provider will promptly provide the Owner with a copy of the policy of insurance. Service Provider shall not change the terms and conditions of any insurance policy, except under prior written approval of the Owner, which shall not be unreasonably withheld. 10.3 Indemnity: 10.3.1 Service Provider hereby agrees to indemnify and hold the RJSCB, the Program Manager, each Construction Manager, each Architect of Record, and any subsidiary, parent or affiliate corporation of therjscb, including RCSD and the City of Rochester, and their trustees, directors, officers, Board members, agents and employees, the County of Monroe Industrial Development Agency (COMIDA), and U.S. Bank National Association (the Trustee) (collectively, the Indemnitees ) harmless from all losses, Indemnitees may incur (i) to the extent arising out of or resulting from the Service Provider s performance of the Services that results in bodily injury or physical or actual damage to the property of the Service Provider or its agents, subcontractors, sub-consultants, employees or licensees; (ii) to the extent arising out of or resulting from any violation by the Service Provider of state, federal, or local law, rule or regulation which results in bodily injury or physical or actual damage or the imposition of a fine, penalty, or other charge; (iii) arising out of or resulting from the negligence or willful misconduct of the Service Provider or the Service Provider s agents, subcontractors, sub-consultants, employees or licensees; or (iv) arising out of the breach of this Agreement by Service Provider; provided, however, that nothing contained herein shall be construed as requiring the Service Provider to indemnify the Indemnitees or any of them for any claim for damage or loss of any kind when said damage or loss was caused in whole or in part by the negligence or willful misconduct of the Indemnities or any of them. 10.3.2 The Service Provider shall include in each agreement with a subcontractor and/or subconsultant for the Project, a provision substantially similar to this Subparagraph which provides that such subcontractors and/or sub-consultants shall indemnify the Service Provider and the Indemnities for all losses, claims, liabilities, injuries, damages and expenses, including attorneys fees, that the Service Provider or the Indemnities may incur arising out of or resulting from such subcontractor s performance of services, violation of state, federal, or local law, rule or regulation, or negligence.
OWNER ROCHESTER JOINT SCHOOLS CONSTRUCTION BOARD Signature: Print Name: Title: Date: SERVICE PROVIDER Signature: Print Name: Title: Date: Approved as to Form and Correctness Name
EXHIBIT A SCOPE OF SERVICES Following is the scope of Third Party Review services (herein, Services ) required for the Phase 1 projects. 1.0 SCOPE OF SERVICES It is anticipated that Service Provider will focus on the completeness of records kept and maintained by the Independent Compliance Officer (ICO), review compliance documents prepared for the business and workforce participation goals of the Phase 1 projects provided by consultants, vendors, suppliers, prime contractors, and all lower tier subcontractors, including but not limited to DP-1, DP-2, DP-3, DP-3a, certified payrolls, and other compliance documents for the Phase 1 project. The review will also include a detailed assessment of all DP-1 submissions and verification of DP-3s against certified payroll reports. All Services will be provided in accordance with the governing laws of the State of New York, the New York State Education Department, the City of Rochester, the Rochester Joint School Schools Construction Board, and the Rochester City School District. The Services to be provided will include compliance with all due dates and deadlines, coordination with RJSCB/RCSD internal departments and outside consultants, as well as monitoring of all required policies and procedures for the proper and successful administration under the direction of the appropriate RJSCB representatives. Service Provider s staff shall: Cooperate with the Owner, Program Manager, RCSD, Architect/Engineer, Construction Manager, and Contractors. Provide qualified personnel. Perform business and workforce records review services. Understand the project requirements of the diversity plan, the contract front-end documents, and the ICO s duties under the enabling legislation. Ascertain the ICO s compliance with the project requirements. Keep records and submit reports. Should information indicate non-compliance or failure to meet the specification requirements, the Service Provider shall include these findings in its final report to the RJSCB. The RJSCB reserves the right to revise the scope of services prior to the execution of a contract to: (1) reflect changes arising out of this proposal process; (2) incorporate any RJSCB requirements adopted after the publication of this Request for Proposal, and (3) incorporate any other changes it deems necessary. 2.0 DETAILED SCOPE OF SERVICES The Third Party Review shall: Focus on the completeness of records kept and maintained by the ICO. Review compliance documents prepared for the business and workforce participation goals of the Phase 1 projects provided by consultants, vendors, suppliers, prime contractors, and all lower tier subcontractors. Review DP-1, DP-2, DP-3, DP-3a, certified payrolls, and other compliance documents for the Phase 1 project.
Provide a detailed assessment of all DP-1 submissions and verification of DP-3s against certified payroll reports. Provide a final report detailing any deficiencies. 3.0 SCHEDULE OF SERVICES Service Provider will begin work immediately upon award by the RJSCB, anticipated for November 4, 2013. The final report is due to the Executive Director on December 6, 2013. 4.0 RECORDS AND REPORTS All reports shall be formatted per direction of the Executive Director. Monthly, interim and final project reports shall clearly identify each project. General information to be provided for all reports generated includes the following: All reports shall be formatted per direction of the Executive Director. General information to be provided for all reports generated includes the following: Project Title Date/Period of monitoring School projects evaluated Completeness of project records and deficiencies found 5.0 FINAL REPORT OF COMPLIANCE At the completion of the Services, Service Provider shall submit a report of compliance to the Executive Director/RJSCB indicating the ICO s conformance with the requirements for the project and shall describe nonconforming conditions not mitigated or resolved. The report shall include final business and workforce compliance data for each project. Service Provider shall submit the final report of compliance to the Executive Director/RJSCB. 6.0 COMMUNICATION Service Provider shall immediately notify the Executive Director and Program Manager of conditions found to be in non-conformance with the requirements of the Contract Documents (ie. front-end specifications for the school projects). 7.0 COMMITMENT The Service Provider may be required to visit multiple sites, have personnel assigned at multiple sites and/or perform multiple types of records reviews and inspections on the same day. The RJSCB ( Owner ) expects that team members brought forward by Service Provider as part of the proposal process will be assigned to the project through completion. The RJSCB expects that the staff will respond in a timely manner. 8.0 BILLING PROCEDURES
8.1 Invoicing: The Services as indicated herein will be reimbursed on a unit cost/hourly rate basis up to the lump sum defined in the proposal. Additional services may be authorized, if necessary, with advance notification from the RJSCB and approval by the Executive Director. Service Provider is to submit invoices on a monthly basis, with the invoice indicating the job name, with the names and hourly rates of each employee, and shall include DP forms (see Attachment B). 8.2 Reimbursable Expenses: None. Mileage expenses for local travel to job sites within the Rochester City School District are non-reimbursable expenses.
EXHIBIT B SCHEDULE FOR SERVICES The Service Provider will begin work immediately upon award by the RJSCB and execution of this Agreement, anticipated for November 4, 2013. The final report is due to the Executive Director on December 6, 2013.
EXHIBIT C COST OF SERVICES RSMP Third Party Review Services TOTAL NOT TO EXCEED PRICE PROPOSAL FOR THE ROCHESTER SCHOOLS MODERNIZATION, THIRD PARTY REVIEW SERVICES. TOTAL WRITTEN VALUE: (DOLLARS) Additional Services Hourly Rates Title Hourly Rate Principal/Executive in Charge Records Monitor Administrative Support Other Other
EXHIBIT D Third Party Review Services Insurance Requirements Service Provider shall obtain and maintain the following insurance with limits not less than those indicated as follows: (a) Workers' Compensation Insurance (and such other forms of insurance which Program Provider is required by law to provide) covering all employees engaged in the Services hereunder in accordance with the statutory requirements of the jurisdiction in which such Services are to be performed. (b) General Liability Insurance (including contractual liability coverage and completed operations coverage) with a combined single limit of not less than one million dollars ($1,000,000) per occurrence and two million dollars ($2,000,000) aggregate. (c) Automobile Liability insurance covering all motor vehicles owned or leased engaged in the performance of Services hereunder. Limits of liability shall not be less than one million dollars ($1,000,000) combined single limit, for the accidental injury to or death of one or more persons or damage to or destruction of property as a result of one accident. (d) Excess Liability Insurance above the amounts specified in (b) and (c) of this Exhibit "D" in the amount of five million dollars ($5,000,000). (e) Professional Liability Insurance with a combined single limit of not less than one million dollars ($1,000,000) per claim and two million dollars ($2,000,000) aggregate. Summary of Commercial General Liability Limits: Per Occurrence Limit: $1,000,000 General Aggregate (other than Products/Completed Operations): $2,000,000 Products and Completed Operations: $2,000,000 Personal and Advertising injury: $1,000,000 Fire Damage Legal Liability: $ 300,000 Medical Payments, any one person: $ 10,000 The RJSCB shall be a certificate holder and an additional named insured on such policies on a primary and non-contributory basis. The selected firm will be required to furnish the RJSCB with a certificate of insurance evidencing that it has complied with the obligations under this section of the RFP. In addition, the selected firm shall require its sub-consultants, if any, to carry similar liability insurance, to name the RJSCB as a certificate holder and an additional insured on such policies and to furnish the RJSCB with certificates of insurance establishing compliance with this obligation. Thirty (30) Days Notice of Cancellation is required. Selected firms are responsible for the payment of all insurance premiums. All liability policies (excluding workers compensation and professional) shall include the following as additional insured on a primary and non-contributory basis: Rochester Joint School Construction Board
(RJSCB); the City of Rochester; the Rochester City School District (RCSD); Gilbane Building Company; County of Monroe Industrial Development Agency (COMIDA); and Trustee U.S. Bank National Association; Savin Engineers PC. A waiver of subrogation in favor of Rochester Joint School Construction Board (RJSCB); the City of Rochester; the Rochester City School District (RCSD); Gilbane Building Company; County of Monroe Industrial Development Agency (COMIDA); and Trustee U.S. Bank National Association; Savin Engineers PC; applies to general liability, automobile liability; umbrella and worker's compensation (GL additional insured, ongoing & completed operations, form CG2010 1185 or equivalent - to be attached to certificate). Copies of all additional insured/primarynoncontributing/waiver of subrogation endorsements must be attached to certificate. Policies shall include a 30 day notice of cancellation to Rochester Joint School Construction Board (RJSCB). Copies of endorsements to be attached to the certificate.