THE CITY UNIVERSITY CONSTRUCTION FUND … CITY UNIVERSITY CONSTRUCTION FUND REQUEST FOR PROPOSALS for ... counsel will select a firm from the panel to provide ... utilize other selection

THE CITY UNIVERSITY CONSTRUCTION FUND

REQUEST FOR PROPOSALS for

LEGAL SERVICES

Project No. CITYW-CUCF-03-11

TABLE OF CONTENTS

PREFACE……………………………………………………………………………………..…. 2 I. TIMETABLE, ADDENDA & AVAILABILITY………………………………………… 2 II. SUMMARY OF THE REQUEST FOR PROPOSALS……………………………….. 4 III. SCOPE OF SERVICES AND MINIMUM QUALIFICATIONS……………………… 6 IV. FORMAT AND CONTENT OF THE PROPOSAL…………………………………. 8 V. PROPOSAL EVALUATION AND SELECTION PROCEDURES……………....… 11 VI. GENERAL INFORMATION FOR PROPOSERS……………………………………. 12

ATTACHMENT 1 – SERVICES AND QUALIFICATIONS FOR CONSTRUCTION AND GENERAL LITIGATION PANEL ATTACHMENT 2 – SERVICES AND QUALIFICATIONS FOR REALESTATE AND ENVIRONMENTAL COUNSEL PANEL ATTACHMENT 3 – FORM OF ENGAGEMENT LETTER ATTACHMENT 4 - SUBMISSION COVER SHEET APPENDIX A - STANDARD CLAUSES FOR ALL NEW YORK STATE CONTRACTS APPENDIX B - NYS PROCUREMENT LOBBYING ACT FORMS APPENDIX C - NYS VENDOR RESPONSIBILITY QUESTIONNAIRE APPENDIX D - VENDOR DISCLOSURE FORM APPENDIX E - M/WBE AND EEO FORMS

Release Date: August 22, 2011

Submission Due Date: September 20, 2011 by 12:00 Noon

www.cuny.edu/constructionsolicitations

The City University Construction Fund Legal Services Project No. CITYW-CUCF-02-11

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PREFACE The City University Construction Fund (“CUCF”) provides facilities for the City University of New York (“CUNY”) and supports the educational purposes of CUNY. CUNY is the largest municipal college system and the third largest university in the nation. The CUCF and CUNY are committed to a continuing program of quality capital construction projects and to support this program CUCF is issuing this Request for Proposals (“RFP”) to retain law firms to perform services that cover, by way of illustration and not limitation, representation in construction litigation, advice and counsel on public-private joint development matters, land use zoning review and appeals, and real estate acquisition, disposition, development and financing, including bond financing. CUCF expects to retain two panels of firms for these areas. After CUCF selects the panels’ members, CUCF’s general counsel will select a firm from the panel to provide counsel on discrete legal matters. SECTION I. TIMETABLE, ADDENDA AND AVAILABILITY A. Timetable:

Submission Due Date & Time: Submissions must be delivered on or before 12:00 Noon, Monday,

September 19, 2011. The Submission must be clearly marked with the RFP Title and Project Number on the exterior of the outer sealed envelope or other packaging. See Section IV (Format and Content of the Proposal) for complete submission requirements.

Inquiries: In the event a Proposer has any question or desires any explanation regarding the meaning or interpretation of this RFP, such question or explanation must be requested by Tuesday, August 30, 2011 by email to [email protected] or postal mail to the address in Section 1.D, below. Reference the RFP Title and Project Number in the subject heading of the email/mail. In any event, if CUCF determines that it is necessary or advisable to respond in writing, it will issue such response as one or more Addenda to this RFP, which will be available for downloading at www.cuny.edu/constructionsolicitations or pick-up during regular business hours, at the location in Section 1.C, below.

Anticipated Date for Presentations and Interviews: Tuesday & Wednesday, October 25 & 26, 2011

Anticipated Identification of Selected Firms: Thursday November 10th, 2011.

Anticipated Fee Negotiation: Thursday November 17, 2011.

Anticipated Issuance of Notice to Proceed: 4-6 weeks later.

Note: The anticipated dates above are only estimates and are provided to assist proposers in planning.

B. Addenda: CUCF may issue one or more Addenda to this RFP from time to time, as it deems necessary or advisable. Receipt of an Addendum to this RFP by a Proposer must be acknowledged by submitting an original signed copy of the Addendum with the proposal submission, as applicable. All Addenda shall become a part of the requirements for this RFP. All Addenda that will be issued to this RFP will be available for downloading at: www.cuny.edu/constructionsolicitations or pick-up during regular business hours at the location in Section 1.C below. Please periodically check this website for any Addenda to this RFP before submitting a proposal.

mailto:[email protected]

http://www.cuny.edu/constructionsolicitations



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C. Availability: This RFP, and any Addenda to this RFP that may be issued by CUCF, are available for downloading at www.cuny.edu/constructionsolicitations. Please periodically check this website for any Addenda to the RFP that may be issued by CUCF before submitting a Proposal. This RFP, and any Addenda, are also available for in-person pick-up during regular business hours (9 a.m. to 5 p.m.) at the CUNY Office of Facilities Planning, Construction & Management, Procurement Services, 555 West 57th Street, 11th Floor – Room 1140, New York, NY 10019. Please note building security requires that valid photo identification be presented to enter.

Proposers are advised that the ONLY Authorized Agency Contact Person for ALL matters concerning this RFP and the individual who also serves as the Procurement Lobbying Act Designated contact for this RFP is Michael Feeney, Chief of Consultant Contracts. No other officer, agent, or employee of CUCF or CUNY is authorized to give information concerning or to explain or interpret this RFP. All contacts shall be sent in writing to [email protected] or postal mail to the address in Section 1.D, above. Place the RFP Title and Project Number in the subject heading.




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SECTION ll. SUMMARY OF THE REQUEST FOR PROPOSALS

A. Background and Objectives In order to ensure that CUCF has access to quality and cost effective legal services on a timely basis to assist it in performing its various governmental functions, CUCF intends to establish two (2) panels of law firms to serve as outside counsel to CUCF as further described below and to advise CUCF on matters within the purview of each of the panels. Because there is some overlap in the types of legal services that may be requested from firms serving on each panel, CUCF reserves the right to select a firm from either relevant panel as it deems necessary to best promote the interests of CUCF. The panels are as follows: 1. Construction and General Litigation Counsel 2. Real Estate and Environmental Counsel For each panel, those responsive and responsible firms that are determined by CUCF to best meet the Evaluation Criteria listed below will, as the need arises, be further considered for specific assignments/engagements to be defined by CUNY at a later date. CUCF/CUNY will require that:

Attorneys assigned by the selected law firms to perform services under the contract be members in good standing of the New York State Bar;

The activities to be performed be in compliance with all applicable laws, rules and regulations and pursuant to the to the highest standard of legal ethics; and

The selected law firms will be prohibited from engaging in the litigation of cases against CUCF/CUNY, or any other legal representation that is adverse to CUCF/CUNY or can be reasonably considered a conflict of interest during the term of the engagement, except in exceptional circumstances and only with prior and specific written approval by the General Counsel.

B. Selection for Specific Assignments

As the need arises for services consistent with a particular panel, CUCF/CUNY will identify those firms eligible to compete and send them a written description of the assignment/engagement and the criteria that will be used for selection. The firms will have an opportunity to submit a written response to the request, including a fee. The responses will be reviewed and evaluated by CUNY according to the criteria, after which the firm that best meets the criteria will be selected for the assignment/engagement at a fee determined by CUCF/CUNY to be fair and reasonable. CUCF/CUNY reserves the right to utilize other selection methods appropriate to specific assignments/engagements.

C. General Information:

CUNY is the largest municipal college system and the third largest University in the Nation. CUNY was founded in 1847 as the Free Academy. Within the five Boroughs of New York, CUNY is comprised of eleven (11) senior colleges, six (6) community colleges in addition to the School of Journalism, Honors College, CUNY Law School, CUNY School of Public Health and the Graduate Center. There are more than 28,000 instructional and non-instructional full-time and part-time employees at CUNY. CUNY has approximately 231,000 degree-credit students and 230,000 adult, continuing and professional students.


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CUNY is comprised of more than 280 buildings on almost 23 million square feet of space, including state of the art computer centers, science laboratories, gymnasiums, greenhouses, astronomy observatories and more. The University’s total operating budget is funded primarily through New York State and New York City appropriations as well as student tuition and fees and a five year capital budget of $2.8 billion, funded by proceeds from the sale of bonds. The University’s fiscal year begins July 1.

D. Joint Ventures and Other Consultant Relationships

CUCF will not recognize the corporate configuration wherein one company is “in association with” another. Relationships between two or more firms shall only be joint venture or prime consultant/sub-consultant. In the event that a proposal is received wherein two or more firms are described as being "in association with" each other, CUCF will treat the relationship as one of prime consultant/sub-consultant(s). The RFP evaluation will be handled accordingly, and if chosen as a winner, the engagement letter will show only the prime firm on the signature page, and all other firms will be treated as sub-consultants.

E. Term

Each successful proposer will enter into an Engagement Letter with CUCF to perform the Required Services. The term of each Engagement Letter is expected to run for a period of two (2) years with CUCF reserving the right to extend any engagement for up to two additional six-month periods. The fact that a proposer enters into an Engagement Letter with CUCF does not guarantee that the firm will be asked to perform any services. A form of the Engagement Letter is attached to this RFP as Attachment 3. Each law firm engaged by CUCF will be reviewed by CUCF after the completion of each assignment/engagement or periodically as determined by CUCF to assess the quality and cost effectiveness of its work. The evaluation of each firm shall be documented on a standardized evaluation form. A law firm that does not adhere to its representations or 15-A utilization plan, if any, or that otherwise fails to perform in a satisfactory manner based upon the criteria contained in the RFP or the Engagement Letter may be removed from the panel at the sole discretion of CUCF.

F. Insurance

The selected law firms must provide the types and amounts of insurance that as may be required by

law, including professional liability and workers compensation insurance. The cost of all insurance necessary for the selected law firms is deemed included in the all-inclusive hourly billing rate(s).

G. Payment Provisions

Payments for all required legal services for each assignment/engagement shall be in accordance with the all inclusive hourly billing rate(s) or other compensation agreed upon as a result of the fee negotiation conducted as a part of the selection process for that assignment/engagement.


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SECTION lll. SCOPE OF SERVICES AND MINIMUM QUALIFICATIONS A. Scope of Services

1. Construction and General Litigation Counsel (See Attachment 1)

CUCF will select several law firms to serve on the panel for “Construction and General Litigation Counsel”. CUCF’s general counsel, from time to time, will select a firm from the panel to represent CUCF in construction litigation and to advise CUCF on construction related matters. CUCF may ask a firm from this panel to represent CUCF in other types of litigation. CUCF performs all of the services related to construction; many are performed by its staff, especially all supervisory services, and many are performed by contractors. These include: construction design preparation and review; bidding, negotiating, awarding and administering contracts for construction, project management, and building commissioning; and acquisition of furniture, fixtures and equipment. CUCF is required by its guidelines generally to award contracts to the lowest responsible bidder after advertising for sealed bids and by law to comply with the “WICKS” law (see General Municipal Law §101). CUCF construction projects are subject to the prevailing wage provisions of the Labor Law, as administered by the State Department of Labor, and the Minority and Women Owned Business Enterprise participation provisions of Article 15-A of the Executive Law, as administered by the New York State Economic Development Corporation. CUCF is committed to the construction of “green” public buildings, the sustainable use of resources, and the pursuit of energy efficient policies, projects, and technologies that benefit New York State, City and New Yorkers. CUCF manages approximately 90 active projects of varying sizes ranging from several thousand dollars to several hundred million dollars. The total value of construction projects under CUCF management at the end of its fiscal year ending June 30, 2011 was approximately $ 915,000,000.00. CUCF may seek representation and advice regarding various matters; amongst them are: competitive bidding and procurement issues; contractor terminations; claims related to performance by contractors, sureties, design professionals; prevailing wage requirements; project labor agreements; construction labor disputes; contract review; affirmative action requirements; liens; alternative dispute resolution; environmental issues; insurance; creditors’ rights; bankruptcy; and personal injury. While it expects most of the litigation to involve the defense of claims or lawsuits, CUCF may require counsel to institute actions on its behalf. Litigation of non-construction matters could include, by way of illustration and not limitation, antitrust and securities law, labor and employment law, negligence, contractor bankruptcy and related financial distress matters, and the State Environmental Quality Review Act. Examples of the types of matters in which such services may be required are: (i) actions commenced by or against CUCF, its members, officers and employees arising out of the performance of their duties and responsibilities; and (ii) Article 78 proceedings and similar actions related to the powers and duties of CUCF or other state governmental entities. In the case of Article 78 and related proceedings, knowledge of the State, its agencies and public benefit corporations, the New York State Constitution and the laws governing the operations and relationship among the State and its related entities may also be required.


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2. Real Estate and Environmental Counsel (See Attachment 2) The law firms selected to serve on this panel will act as counsel to and advise CUCF in a variety of real estate and environmental matters. CUCF may pursue development of facilities for CUNY through public/private partnerships and will require advice and counsel in their financing and construction. CUCF is currently involved in the financing and construction of several projects throughout the City and sometimes requires outside counsel to render advice and represent it in real estate and environmental matters related to these projects. Other areas where representation and advice may be sought include mortgages and other liens, foreclosures, acquisitions, leasing, sale-leasebacks, condominium and time share arrangements, all types of contractual arrangements, eminent domain proceedings, evictions, hold-over proceedings, zoning, Historic Preservation, State Environmental Quality Review Act, Uniform Land Use Review Procedures of the City of New York, and other land use requirements. As needed, firms may be required to represent CUCF before the appropriate review boards, councils, municipal departments and other governmental bodies.

B. Legal Services Work

Law firms responding to this Request for Proposal may request to be considered for inclusion on one or more of the legal services panels. However, because CUCF wants to give as many qualified firms an opportunity to work on CUCF assignments as is reasonably practicable, CUCF does not anticipate having a law firm serve on more than one panel even if it requests to do so. CUCF nonetheless reserves the right to appoint a firm to more than one panel if the firm has so requested, and CUCF believes that such appointment is warranted based upon its evaluation of the responses. To be considered for a specific panel, a law firm must submit a proposal conforming to the requirements of this RFP. This response proposal must include the information required by Section VI which includes required information for each panel for which the firm wishes to be considered. Attachments 1 and 2 set forth the qualifications and the Required Services to be provided by each panel. The Attachments also require the firm to identify the partners, including lead partner(s), and the associates who will work on matters if the firm is selected to serve on the panel. The proposals for each panel of law firms will be separately evaluated and the successful firms will be chosen from among the firms receiving the highest rankings by the evaluation committee based upon the established criteria for that panel. As stated above, however, CUCF may limit a firm’s participation to one panel.

C. Minimum Qualifications The proposer must be a law firm that:

has substantial legal experience in providing legal services in the areas required for the specific panel on which they seek to serve. Attachments 1 and 2 of this RFP set forth the Required Services to be required of each firm selected to serve on each panel and the information that CUCF will require to evaluate the general qualifications of each firm to provide these Required Services; and

has a significant business presence comprised of one or more offices in the City of New York with attorneys licensed to practice in the State who will be primarily responsible for providing or supervising the services to be rendered under the engagement.


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SECTION IV. FORMAT AND CONTENT OF THE PROPOSAL A. Proposal Formatting Instructions

Proposers should provide all information required in the format below. The Proposal should be printed on both sides of 8½” X 11” paper. CUCF requests that all proposals be submitted on paper with not less than 30% post-consumer material content. Pages should be paginated. The Proposal will be evaluated on the basis of its content, not its length. Failure to comply with any of these or other formatting instructions listed below will not make the Proposal non-responsive. Submit the Proposal in a sealed package that clearly states the RFP Title and Project Number.

B. Proposal Delivery Instructions

Submissions are to be delivered to the contact person at the location listed below. Proposals received after the applicable due date and time at the location prescribed in this RFP are late and will not be accepted except at CUNY’s discretion.

Michael Feeney Chief of Consultant Contracts Office of Facilities Planning, Construction & Management Procurement Services The City University of New York 555 West 57th Street – 11th Floor, Room 1140 New York, NY 10019 E-mail: [email protected]

NOTE: Proposers are responsible for ensuring that the RFP Proposal package is received at the location listed above by the prescribed deadline. Emailed or faxed submissions are not acceptable.

C. Submission Requirements

Following is a listing of the information and completed documentation required to be provided by each Proposer. A Proposal that does not include all the required information and the forms and documents described below may be subject to rejection. One original and seven (7) copies (except as otherwise noted) of the information must be provided in the same order in which it is requested. Your Proposal must contain sufficient information to assure its accuracy. To expedite the review of the submissions, CUCF strongly prefers that the information be submitted on a CD in PDF format accompanied by original hard copies of any required forms, or alternatively, submit seven (7) hard copies of your proposal per panel, including any required forms. No proposal shall exceed twenty pages (including all appendices).

1. Submission Cover Sheet – Attachment 4 2. Cover Letter – Please indicate in a cover letter, which shall be considered an integral part of the proposal, the following items:

a. The firm’s name, address, telephone number, fax number, email address and web site

address, if applicable;


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b. A statement setting forth the panels for which the law firm wishes to be considered and that the firm’s response includes all information required by this RFP, including the information required by the Attachment applicable to such panel. The firm should also indicate, in order of preference, the panels on which it chooses to serve;

c. Name, title, telephone number and email address of the individual within the firm who will be CUNY’s primary contact concerning the proposal;

d. A statement to the effect that the firm is willing to perform all Required Services for each

panel on which the proposer has requested to serve; and e. A statement that the firm understands that selection as counsel to serve on one or more panels does not guarantee that any services will be requested from the firm.

The cover letter must be signed by an individual authorized to bind the firm contractually. Please indicate the title or position that the signer holds within the firm. CUCF reserves the right to reject a proposal that contains an unsigned cover letter.

3. Technical Narrative – Provide a clear, concise narrative that specifically addresses the following:

a. Describe the firm’s experience in the representation of large public or comparable public or private, non-profit institutions for each panel on which the firm may be asked to serve.

b. Responses to the information requested in Attachment 1 and 2 for each panel.

c. A description of how the firm will monitor the assignment and performance of work within the firm in order to achieve an effective and efficient administration of the matters that may be assigned to a successful proposer.

d. Disclosure of any potential conflicts of interest, including but not limited to responses and if necessary, further details with regard to the following:

(i) Whether the firm is currently representing any party in litigation in which your firm’s client is seeking damages or other relief against CUCF or CUNY; and

(ii) Whether the firm represents any client, other than described in (i) above, past or current, whose interests are, or may be, adverse to the interests of CUCF or CUNY.

4. Completed Procurement Lobbying Act Forms (Appendix B) – Submit only one original and one copy.

5. Fee Proposal – In a separate, sealed interior envelope labeled Fee Proposal, please indicate the Hourly Rates or other billing method that firms propose to charge CUCF for their services as follows:

a. The regular corporate billing rates for those partners, associates and paralegals proposed to be assigned to each panel on which the firm is asked to serve; b. The discounted rates (if any) proposed to be charged to CUCF for those partners, associates and paralegals proposed to be assigned to each panel on which the firm is asked to serve;


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c. Whether the rates proposed under (b) above exceed the rates currently being charged by the proposer to other public entities in New York State or elsewhere in the United States. d. The disbursements or other services for which the firm would expect reimbursement;

e. The firm’s policies regarding charges for travel, computerized legal research, word processing, and other incidents of providing legal services;

f. Whether or not the law firm will agree to a cap on hourly rates or on the total fees charged for a specific engagement; and

g. A statement that the rates quoted is an irrevocable offer good for 120 days.

The Fee Proposal is to be signed by an individual authorized to bind the firm contractually. Please include the title or position that the signer holds within the firm.

In addition to the above, firms may propose any alternative fee arrangement they believe would be beneficial to CUCF and the institutions for which it provides services. Regardless of the method of compensation, each firm assigned to a matter shall be required to provide CUCF with a written statement showing the name of each individual who worked on the transaction, the title of such individual, the date and hours devoted by such individual to the transaction, together with a brief description of the services provided by the individual on such date. Firms selected for this engagement will also be required to enter into written Engagement Letters, substantially in the form attached hereto as Attachment 3 and may also be required to enter into an engagement letter for each specific assignment.

6. Additional Information – The proposer must also include the following in its proposal:

a. An agreement to provide CUCF with pre- and post-audit access to documents, personnel and other information necessary to conduct audits on request during the term of the Engagement Letter and for six years thereafter; b. A representation that the proposer is willing and ready to provide any services requested or required in a timely manner for each matter in which it represents CUCF;

c. A statement indicating whether the firm, or any of the attorneys have ever been: (i) named as a defendant in any malpractice action; or (ii) subject to findings or determinations by a federal or state governmental entity that either the firm or the attorneys were in violation of any law, rule or regulations. Please describe briefly any such action, proceeding or investigation that relates to the duties the firm would be expected to perform as counsel on any panel on which the firm has requested to serve; and

d. Information about the firm’s and its attorneys’ malpractice insurance insuring against the professional liability risks associated with services to be rendered by a successful proposer.


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SECTION V. PROPOSAL EVALUATION AND SELECTION PROCEDURES

A. Proposal Evaluation

1. Evaluation Process: An evaluation committee will review, evaluate, score and rank all responsive proposals in accordance with the evaluation criteria described below. Based on this evaluation, it is anticipated that the highest ranked firms for each panel will be invited for presentations and interviews at which time each will be given a limited amount of time to further describe their experience and qualifications, and to answer questions. At the conclusion of such presentations and interviews the evaluation committee will finalize its evaluations. The evaluation committee will then authorize fee negotiations to commence with the firms rated highest for each panel. Should fee negotiations fail to be finalized within a reasonable period of time, CUCF will terminate those negotiations and initiate fee negotiations with the next highest ranked firm, and so on.

2. Evaluation Criteria: The Evaluation Criteria are as follows:

a. Relevant Experience of the Firm (Weight 40%) b. Relevant Experience of the Proposed Staff (Weight 40%) c. How the Firm will monitor the assignment and performance of work (Weight 20%)

B. Selection Procedures

1. Basis of Selection: CUCF will select for each panel those responsive and responsible

Proposers whose proposals are determined to be the highest quality and most advantageous to CUCF/CUNY, taking into consideration the overall quality of the proposal as measured against the Evaluation Criteria set forth in this RFP and successful negotiation of a fair and reasonable fee. The Fee Proposals will be the basis of negotiating compensation which CUCF determines to be fair and reasonable. Such fee negotiations will commence upon written notification and should conclude within thirty days.

2. Finalization: Upon the successful conclusion of fee negotiations, the successful Proposers will

be asked to timely finalize engagement letters with the CUCF subject to the conditions specified in this RFP. The contents of the Proposal, together with this RFP and any Addenda issued during the RFP process, may be incorporated into the final engagement letters.


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SECTION Vl. GENERAL INFORMATION FOR PROPOSERS

A. Non-Binding Acceptance of Proposals: This Solicitation does not commit CUCF to enter into an engagement for any services.

B. Incurring Proposal Costs: CUCF is not liable for any costs incurred in the preparation of a response

to this Solicitation. If proposers choose to participate, they may be asked to submit such price, technical data, or other revisions to their proposals as may be required by CUCF.

C. Confidentiality: The contents of a proposer’s response to this Solicitation are not deemed confidential

unless the proposer identifies those portions of its response which it deems confidential, or containing proprietary information, or trade secrets. The proposer must provide justification as to why such materials, upon request, should not be disclosed by CUCF. Such information must be easily separable from the non-confidential sections of the proposal. CUCF shall not be responsible for the use or public disclosure of any confidential or proprietary materials not so designated and clearly marked as required in this Section VI.C.

D. Reserved Rights:

CUCF reserves the right to:

Use normalization procedures in evaluating Fee Proposals;

Reject any and all Proposals received in response to this Solicitation;

Waive or modify minor irregularities in Proposals received;

Delete one or more requirements if no Proposer meets such requirement(s) upon written notice to the Proposers;

Use any and all ideas submitted in the Proposals received without liability unless otherwise designated as proprietary or confidential as required by Section VI.C;

Amend this Solicitation, upon written notice to the Proposers;

Issue Addenda to this Solicitation, upon written notice to the Proposers;

Issue requests for additional information to any or all Proposers;

Require Proposers to make presentations on their proposals and attend interviews;

Issue “Clarification Questions” before conducting presentations and interviews;

Include in the final score the evaluation of a Proposer’s presentation and interview, answers to “Clarification Questions” and such additional materials as the Proposer provides during its presentation and interview;

Ask some or all Proposers for Best and Final Offers (“BAFOs”);

Terminate negotiations with a selected proposer and select the next most qualified proposer, or take such other action as deemed appropriate if negotiations fail to result in a fair and reasonable fee and/or signed contract within a reasonable time of the commencement of negotiations as determined by CUCF;

“Short list” Proposers;

Reject any Proposals containing conflicting, ambiguous or materially misrepresented information;

Determine that a Proposer has substantially met the requirements of this Solicitation and/or request additional information;

Waive instances in a Proposal for immaterial non-compliance with this Solicitation and reject a Proposal as non-responsive for material non-compliance with these requirements;

Invite the Proposer(s) with the highest ranked Proposal(s) to enter into negotiations for the award of a contract for this Project without presentation or interview or request for a BAFO. Proposers are advised to prepare their Proposals accordingly.


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At any time and in its sole and absolute discretion, to withdraw or cancel this Solicitation without notice;

Waive compliance with and/or change the terms of this Solicitation, upon written notice to Proposers.

Submission of a Proposal is deemed assent to the terms of this Solicitation.

Submission of a Proposal to this Solicitation, absent a clear statement of any limitation on its use, shall be deemed to grant CUCF the right to utilize submissions in any way, with or without prior notice. All materials submitted by Proposers become the property of CUCF and will be returned at CUCF's option. CUCF makes no representations, nor incurs any obligations or commitments in announcing this Solicitation.

Proposers shall not be entitled to modify their Proposals once submitted. Proposers may be permitted to modify or correct information submitted such as a typographical or arithmetic error in their Proposals only with the prior written consent of CUCF for compelling reasons, which CUCF will determine on a case-by-case basis.

This Solicitation shall not, in any way, commit CUCF to enter into any agreement, to pay any expenses incurred in preparation of any Proposal to this Solicitation, or to procure or contract for any supplies, goods or services.

This Solicitation is in compliance with the requirements of Education Law Section 6218, New York State Finance Law Article XI, and the New York State Lobbying Law, as set forth in the State Finance Law, Sections 139-j and 139-k.

Any engagement entered into shall be subject to all required internal and external oversight approvals (e.g., CUCF/CUNY/State/City Law Departments, Boards of Trustees of the City University Construction Fund/City University of New York, and the New York State/City Comptroller’s Office), and shall be contingent on the availability of funds.

E. Engagement Requirements

1. Any Proposer selected as a result of this Solicitation will be required to sign and engagement letter. The requirements for performance of this project, as well as insurance, payment terms and all other provisions will be contained therein.

2. Any information which may have been released either orally or in writing prior to the issuance of

the Solicitation shall be deemed preliminary in nature and bind neither CUCF nor the proposer. 3. CUCF will deal only with the selected Proposer and CUCF has no financial obligation to sub-

consultants and sub-contractors of the contractor. However, all sub-consultants and sub-contractors are subject to the CUCF’s contracting requirements including Equal Employment Opportunity (EEO) and Minority Business and Women Enterprises (M/WBE) regulations required by law.

4. The selected Proposer must submit a proper invoice to receive payment.

5. Prices proposed by the Proposer shall be irrevocable for 120 days. This shall not limit the

discretion of CUCF to request proposers to revise proposed prices through the submission of best and final offers and/or the conduct of negotiations.


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6. Proposals may only be withdrawn by submitting a written request to CUCF prior to contract award but after the expiration of 120 days after the submission of proposals.

F. Anti-discrimination and MWBE Program

MWBE: Minority-owned Business Enterprise (MBE) subcontracting goal: 9 percent. Women-owned Business Enterprise (WBE) subcontracting goal: 6 percent.

Note: In fulfilling these goals, under New York State MBE/WBE Law and Regulations, Responders may only use New York State Certified MBEs and WBEs listed in the New York State Directory of Minority and Women-owned Business Enterprises certified pursuant to the Regulations. The Directory may be accessed at: http://www.nylovesmwbe.ny.gov/.

Anti-discrimination Policy

This policy applies to any contract resulting from this solicitation. 1. The Proposer will not discriminate against employees or applicants for employment because of race, creed, color, national origin, sex, sexual orientation, age, disability, or marital status, and will undertake or continue existing programs of affirmative action to ensure that minority group members including, without limitation, women, are afforded equal opportunity without discrimination. Such programs shall include, but not be limited to, recruitment, employment, job assignments, promotion, upgrading, demotion, transfer, layoff, termination, rates of pay or other forms of compensation, and selections for training or retraining, including apprenticeship and on-the-job training. The Proposer will agree to post, in conspicuous places available to employees and applicants for employment, notices setting forth the substance of this non-discrimination provision. 2. At the request of CUCF or CUNY, the Proposer shall request each employment agency, labor union, or authorized representative of workers with which it has a collective bargaining or other agreement or understanding and which is involved in the performance of the contract with the authority to furnish a written statement that such employment agency, labor union or representative shall not discriminate because of race, creed, color, national origin, sex, sexual orientation, age, disability or marital status and that such union or representative will cooperate in the implementation of the Proposer's obligations hereunder. 3. The Proposer will state, in all solicitations or advertisements for employees placed by or on behalf of the Proposer in the performance of the contract with CUCF, that all qualified applicants will be afforded equal employment opportunity without discrimination because of race, creed, color, national origin, sex, sexual orientation, age, disability or marital status. 4. The Proposer will include the provisions of paragraphs 1 through 3 of this section in every sub-contract or purchase order in such a manner that such provisions will be binding upon each sub-contractor or vendor as to its work in connection with the contract with CUCF.

http://www.nylovesmwbe.ny.gov/


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CUCF and CUNY MWBE Policy It is the policy of CUCF and CUNY that New York State Certified Minority and Women-Owned Business Enterprises (MBE/WBE's) shall have the maximum opportunity to participate in the performance of the contract resulting from this solicitation. In the contract, the successful Proposer would agree to insure that New York State Certified MBE/WBE's have the maximum opportunity to participate in the performance of the contract. In this regard, all Proposers shall take all necessary and reasonable steps as hereinafter defined to insure that New York State Certified MBE/WBE's have the maximum opportunity to compete for and perform on sub-contracts. CUCF and CUNY and its contractors shall not discriminate on the basis of race, creed, color, national origin, sex, sexual orientation, age, disability, or marital status, in the awarding and performance of contracts and sub-contracts. This language is included to insure that all Proposers who enter into any contract with CUNY are aware of their responsibility and the commitment of CUCF and CUNY to see that their MBE/WBE Policy is carried out in all of their business dealings. The Minority-owned business sub-contracting goal is 9 percent. The Women-owned business sub-contracting goal is 6 percent.

Article 15-A of the NYS Executive Law It is the policy of New York State to maximize opportunities for the participation of New York State business enterprises, including minority and women-owned business enterprises, as Proposers, Sub-proposers and Suppliers on its procurement contracts. Information on the availability of New York State Sub-Proposers and Suppliers is available from:

New York State Department of Economic Development Division of Small Businesses One Commerce Plaza Albany, NY 12245 (Telephone) 518-474-7756

Employment Provisions Under the contract to be awarded through this solicitation the successful Proposer would specifically agree that: A. In the hiring of employees for the performance of services under the contract or any sub-contract hereunder, neither the Proposer nor any Sub-consultant or other person acting on behalf of such Proposer or Sub-consultant shall, by reason of race, creed, color, national origin, sex, sexual orientation, age, disability, or marital status, discriminate against any person who is qualified and available to perform the services to which the employment relates; B. Neither the Proposer nor any Sub-consultant or other person acting on behalf of such Proposer or Sub-consultant shall in any manner discriminate against or intimidate any employee hired for the performance of services under the contract on account of race, creed, color, national origin, sex, sexual orientation, age, disability, or marital status;


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C. It shall include the provisions of paragraph A and B of this section in every sub-contract the Proposer enters into with respect to the services to be performed hereunder and shall take such action to enforce such provisions of such sub-contract as CUCF or CUNY may direct.

D. Any Proposer who willfully and intentionally fails to comply with the minority and women-owned participation requirements of Part 140-145 of the Regulations of the Commissioner of the New York State Department of Economic Development implementation of New York State Executive Law Article 15-A as set forth in the contract, shall be liable to CUCF for liquidated damages or other appropriate damages as specified in the contract, and shall provide for other appropriate remedies on account of such breach. Damages shall be calculated based on the actual cost incurred by CUCF related to CUCF’s expenses for personnel, supplies and overhead related to establishing, monitoring and reviewing minority- and women-owned business enterprise programmatic goals and Affirmative Action and Equal Opportunity compliance, or the amount stated in the contract as liquidated damages.

E. (a) Subsequent to the award of this contract to a Proposer who becomes deficient with regard to its MWBE utilization plan, the contractor may file a complaint with the Director of the Division of Minority and Women-Owned Business Development in the New York State Department of Economic Development (DWMBD Director), pursuant to Executive Law, Section 316 by personal service or certified mail, return receipt requested, provided that the complaint is filed within 20 days following paragraphs referred to in sub-paragraphs (1), (2), or (3) of this subdivision. The complaint should state the reasons for the complaint, together with a demand for relief. The compliant shall allege the occurrence of one of the following:

(1) the Proposer's receipt of a written determination by CUCF that the Proposer is not entitled to a partial or full waiver of the goals established in the contract for participation by certified minority and women-owned business enterprises; or

(2) the Proposer’s receipt of a written determination by CUCF that the Proposer has not acted in good faith, has failed, is failing, or is refusing to comply with goals; or

(3) 20 days have passed from the date of CUCF's receiving a written request from the Proposer, sent by certified mail, return receipt requested, for a partial or total waiver of goal requirements for participation by certified minority and women-owned business enterprises, and no written determination has been issued by CUCF.

(b) Within 20 days of CUCF’s determination that the Proposer has not acted in good faith, has failed,

is failing, or is refusing to comply with goals for participation by certified minority and/or women-owned business enterprises established in the contract, CUCF may file a complaint with the DWMBD Director, pursuant to Executive Law, section 316, by personal service or certified mail, return receipt requested, accompanied by the reasons for the CUCF’s determination for which the complaint is filed, together with a demand for relief, such as disbarment, damages or fines pursuant to the terms.

(c) A copy of any complaints filed with the DMWBD Director by the Proposer or CUCF shall either be personally served or mailed certified mail, return receipt requested, by the party making the complaint to the party against whom the complaint is being filed.

(d) Upon receipt by the DMWBD Director of a complaint, the party against whom the complaint has

been filed shall be provided with an opportunity to respond to the complaint. If within 30 days of receipt of the complaint, the DMWBD Director is unable to resolve the complaint to the satisfaction of CUCF and the Proposer, the complaint shall be referred to the DWMBD’s hearing officer for a hearing.


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(e) Upon conclusion of the administrative hearing, the hearing officer shall submit to the DMWBD Director his or her decision regarding the alleged violation of the contract or the refusal of CUCF to grant a waiver request by the Proposer. The decision of the hearing officer with respect to an alleged violation of the contract or the refusal of CUCF to grant a waiver shall be final.

(f) Upon conclusion of the administrative hearing and the rendering of a decision, the hearing officer

shall also recommend to the DMWBD Director a remedy, including, if appropriate, the imposition of sanctions, fines or penalties.

(g) The DMWBD Director, within 10 days of receipt of the decision, shall file a determination of such

matter and shall cause a copy of such determination to be served upon the Proposer by personal service or by certified mail, return receipt requested. The decision of the DMWBD Director shall be final and may only be vacated or modified as provided in article seventy eight of the civil practice law and rules upon an application made within the time provided by such article. The penalties imposed for any violation which is premised upon either a fraudulent or intentional misrepresentation by the contractor or the contractor's willful and intentional disregard of the minority and women-owned participation requirement included in the contract may include a determination that the contractor shall be ineligible to submit a bid to any contracting State agency or be awarded any State contract for a period not to exceed one year following the final determination; provided however, if a Proposer has previously been determined to be ineligible to submit a bid pursuant to this section, the penalties imposed for any subsequent violation, if such violation occurs within five years of the first violation, may include a determination that the contractor shall be ineligible to submit a bid to any contracting State agency or be awarded any State contract for a period not to exceed five years following the final determination. The DMWBD Division shall maintain a website listing all firms that have been deemed ineligible to submit a bid pursuant to this section and the date after which each firm shall once again become eligible to submit bids.

G. Debriefings: Any unsuccessful Proposer, upon request, will be given a debriefing as to why it was not selected for contract award. The request for a debriefing shall be made in writing within ten (10) business days of the date of notification of non-selection. The debriefing will be given as soon as practicable thereafter. H. Representation and Warrantees: All information, descriptions, data, tables, calculations, examples, opinions or assumptions made in connection with this solicitation are made in good faith for information purposes only. The Proposer shall not rely on any such information without conducting its own independent research and verification. CUCF/CUNY and their officers, agents and employees make no representations or warranties, including without limitation representations or warranties as to the accuracy of any information, opinions or assumptions contained in this solicitation or otherwise furnished to Proposers by CUCF/CUNY, and will assume no responsibility or liability for any errors and omissions contained herein. I. Consultant Disclosure Law Requirements State contractors are required to disclose, by employment category, the number of persons employed to provide services under a contract for consulting services, the number of hours worked and the amount paid to the contractor by the State as compensation for work performed by these employees. This includes information on any persons working under any sub-contracts with the State sub-contractor. For further information, consultants are directed to the New York State Office of the State Comptroller’s Procurement and Disbursement Guidelines (G-Bulletins), Bulletin Number 226, available at:


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http://www.osc.state.ny.us/agencies/gbull/g-226.htm J. New York State Procurement Lobbying Act Proposers are advised that the ONLY Authorized Agency Contact for ALL matters concerning this RFP and the individual who also serves as the Procurement Lobbying Act Designated Contact for this RFP is Michael Feeney, Chief of Consultant Contracts. All contacts shall be sent by email to [email protected] or by postal mail to CUNY Office of Facilities Planning, Construction and Management, Procurement Services; 555 West 57th Street, Room 1140, New York, New York, 10019. Place “Legal Services” in the subject heading of the email/mail. CUCF and CUNY are governed by the NYS Procurement Lobbying Act (PLA) set forth in State Finance Law Sections 139-j and 139-k; for guidelines and additional information see: https://www3.ogs.state.ny.us/legal/lobbyinglawfaq/default.asp 1. There are certain exceptions to the Procurement Lobbying Act. The following types of “contacts” are permitted during the “Restricted Period:”

1.1 Proposals: the submission of written Proposals to this Solicitation. 1.2 Complaints: complaints by a Proposer regarding the failure of the Designated Point of Contact

to respond in a timely manner to authorized Proposer contacts provided such complaints are made in writing to the CUCF/CUNY General Counsel. Such written complaints will become a part of the transaction record. Written complaints shall be mailed or emailed to:

Frederick Schaffer Senior Vice Chancellor and General Counsel City University of New York 535 East 80th Street New York, NY 10075 frederick.schaffer @mail.cuny.edu

1.3 Oral Presentations and Discussions with Proposers: scheduled presentations by a Proposer to CUCF/CUNY describing its Proposals and/or scheduled discussion by CUCF/CUNY with Proposers.

1.4 Negotiations: After a Proposer has been preliminarily designated, communications between that

Proposer and CUCF/CUNY for the purposes of negotiation. 1.5 Review of Award: Following award to another Proposer, a Proposer’s request to the

Designated Point of Contact for a review of the award. 1.6 Protests and Complaints: (a) contacts by Proposers in protests, appeals or other review

proceedings (including the apparent successful Proposer and his or her representatives), before CUCF/CUNY seeking a final administrative determination, or in a subsequent judicial proceeding; or (b) complaints of alleged improper conduct in this transaction to the New York Attorney General, a district attorney, or a court of competent jurisdiction, and where such communications and any proposals thereto are made in writing and shall be entered in the transaction record pursuant to section one hundred sixty-three of the state finance law; or (c) complaints of alleged improper conduct in this Solicitation process.

http://www.osc.state.ny.us/agencies/gbull/g-226.htm


https://www3.ogs.state.ny.us/legal/lobbyinglawfaq/default.asp


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2. New York State Finance Law §139-k(4) obligates CUCF and CUNY during the Restricted Period of a Procurement Contract to make a written record of any Contacts made. The term “Contact” is defined by statute and refers to those oral, written or electronic communications that a reasonable person would infer are attempts to influence the Governmental Procurement. In addition to obtaining the required identifying information, CUCF and CUNY must inquire and record whether the person or organization that made the Contact was the Proposer or was retained, employed or designated on behalf of the Proposer to appear before or Contact the CUCF or CUNY. 3. A finding that a Proposer has knowingly and willfully violated the limitation on the Contacts rule will result in a determination of non-responsibility for such Proposer, and such Proposer and its subsidiaries, and any related or successor entity with substantially similar function, management, board of directors, officers and shareholders, shall not be designated as a Designated Proposer, unless CUCF/CUNY finds that such designation is necessary to protect public property or public health or safety, and that the Proposer is the only source capable of supplying the required article of procurement within the necessary timeframe, provided that CUCF/CUNY is required to include in the procurement record a statement describing the basis for such a finding.

EXCEPT AS EXPRESSLY AUTHORIZED BY THE AUTHORIZED AGENCY CONTACT PERSON LISTED ON PAGE 3 OF THIS SOLICITATION OR AS OTHERWISE EXPRESSLY AUTHORIZED BY THE NEW YORK STATE FINANCE LAW §§ 139-J AND 139-K, PROPOSERS MAY NOT CONTACT BOARD MEMBERS, OFFICIALS, EMPLOYEES OR CONSULTANTS OF CUCF, CUNY, OR ANY OF ITS AFFILIATES OR SUBSIDIARIES, DASNY, THE STATE OF NEW YORK OR ANY OTHER GOVERNMENTAL ENTITY REGARDING THIS SOLICITATION AND THE RELATED DISPOSITION, OR SEND PROPOSALS TO ANY OF THEM. FAILURE TO OBSERVE THIS REQUIREMENT MAY RESULT IN THE PROPOSER'S DISQUALIFICATION FROM CONSIDERATION PURSUANT TO THIS SOLICITATION.


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ATTACHMENT 1

REQUIRED SERVICES AND QUALIFICATIONS

CONSTRUCTION AND GENERAL LITIGATION COUNSEL

Required Services for this panel include:

1. Representing and/or assisting CUCF in State and Federal court in any construction law or related litigation as directed. Such areas may include, but are not limited to, all forms of construction claims; competitive bidding and procurement issues; liens, surety and construction labor union matters; personal injury, and affirmative action, environmental, insurance, creditors’ rights and bankruptcy issues.

2. Representing and/or assisting CUCF in actions or administrative proceedings commenced by or against CUCF, its members, officers and employees arising out of the performance of their respective duties and responsibilities, including Article 78 proceedings and similar actions related to the powers and duties of CUCF or other state governmental entities and matters arising under federal or state securities laws or the Internal Revenue Code.

3. Representing and/or assisting CUCF on extremely short notice, including appearances in court on behalf of CUCF.

4. Preparing pleadings, including responsive pleadings, memoranda of law and other papers necessary in any action that CUCF is a party.

5. Providing all pleadings, memoranda of law and other paper to CUCF attorneys and other staff as directed in a timely manner to permit review and comment.

6. Providing legal advice (in writing if so requested) to CUCF regarding construction law or other related areas of law.

7. Providing legal representation and/or assistance to CUCF in negotiating settlements. 8. Providing legal representation and/or assistance in arbitration and alternative dispute

resolution forums. 9. Assisting CUCF in undertaking a comprehensive review of its standard construction

documents, and, to the extent necessary, assisting in the revision thereof. 10. Providing legal advice (in writing if so requested) to CUCF regarding contractor

workouts, bankruptcy, and corporate reorganizations. 11. Representing or assisting CUCF before any tribunal regarding the bankruptcy of

contractors and suppliers, or other proceeding related to their financial distress, and its impact on CUCF’s construction projects, including preparing and filing pleadings and other documents related to this topic.

12. Performing any other legal services requested by CUCF in connection with matters concerning construction law or other related areas of law.

The Qualifications of each Proposer to perform the Required Services shall be assessed based upon the following information to be provided by each proposer:

a. A brief review of the experience of the law firm in the field of New York State construction litigation;

b. A brief review of the experience of the law firm in the field of litigation in general and actions or administrative proceedings commenced by or against governmental entities, their members, officers and employees arising out of the performance of their respective duties and responsibilities, including administrative proceedings and


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RFP-21

similar actions related to the powers and duties of the governmental entity and matters arising under federal or state securities laws or the Internal Revenue Code;

c. A brief description of various types of projects where the law firm has acted as counsel to a public entity in negotiations or litigation involving construction projects or ancillary matters. Please indicate any areas in which you believe your law firm has special expertise that especially qualifies it to serve as Construction and General Litigation Counsel to CUCF;

d. A brief description of the types of services (other than representation in litigation) that your firm typically provides to its public and private construction clients. Please indicate any areas in which you believe the law firm has special expertise;

e. A brief description of the construction and litigation department within the law firm, the members and years of experience of partners, associates and paralegals in the department and the resumes of the partners and associates proposed to be assigned to this engagement;

f. A brief description of the services provided by the law firm, with particular emphasis on workouts, bankruptcy, receiverships in the construction industry;

g. A brief description of any unique, complex or challenging bankruptcy or restructuring issues addressed by your firm that may be of benefit to CUCF;

h. A description of the bankruptcy staff of the law firm, the members or partners, associates and paralegals and years of experience of each, and resumes of the members or partners and associates who would be assigned; and

i. Please provide any other information that you feel would make your law firm’s representation of CUCF in construction and general litigation matters superior to that of other firms. Please include a description of any new initiatives that you believe CUCF should consider to improve the services it currently provides to its construction clients.


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RFP-22

ATTACHEMENT 2

REQUIRED SERVICES AND QUALIFICATIONS REAL ESTATE AND ENVIRONMENTAL COUNSEL

Required Services for this panel include:

1. The examination of applicable laws.

2. The preparation and/or review of board resolutions, contracts of sale, deeds and other conveyances, and other related documents (including documents required in connection with real estate financing programs) for real estate transactions.

3. Participation with the seller or purchaser, title insurer, and any credit provider in structuring optimal real estate ownership and financing structures.

4. Coordination of, and attendance at, real estate and financing closings.

5. Delivery of appropriate opinions, if necessary.

6. The preparation and filing of any real property transaction tax returns;

7. Making any required appearances and presentations before the Board of CUCF, government agencies, financing entities, and others, as necessary.

8. Reviewing draft legislation relating to real estate and environmental matters.

9. Representing and/or assisting in State and Federal court or before any administrative body in any real estate, environmental or related litigation or matter, including eminent domain proceedings, as directed.

10. Representing and/or assisting on extremely short notice, including court appearances.

11. Preparation of pleadings, including responsive pleadings, memoranda of law and other papers necessary in any action and proceeding.

12. Providing all pleadings, memoranda of law and other papers to CUCF attorneys and other staff as directed in a timely manner to permit review and comment.

13. Providing legal advice (in writing if so requested) to the CUCF regarding lease provisions, other real estate matters, State or New York City Environmental Quality Reviews and environmental impact statements, and other environmental matters.

14. Representing or assisting in preparing documents required in connection with CEQR, SEQRA, New York City ULURP and the federal or State Historic Preservation Laws and regulations.

15. Providing legal representation and/or assistance in any other real estate or environmental matter.

16. Drafting and negotiating contracts with consultants, including development agreements, marketing agreements, demand studies, and /or management agreements.

17. Reviewing and negotiating of architect’s agreements

18. Reviewing and negotiating construction contracts or construction management agreements.

19. Providing advice and assistance in obtaining any necessary regulatory approvals.

20. Reviewing and negotiating financing commitment and financing documents.

21. Participating in conference calls and meetings with other parties and their counsel.

22. Conducting necessary due diligence investigations.

23. Assistance with preparation of documents to be provided by CUCF

24. Performing any other legal services requested in connection with matters concerning real estate or environmental or other related areas of law which include historic preservation and zoning law.


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RFP-23

The Qualifications of each Proposer to perform the Required Services shall be assessed based upon the following information to be provided by each proposer:

a. A brief description of the services provided by the Firm, with particular emphasis on real estate, land use, eminent domain and environmental law;

b. A brief review of the experience of the Firm in the field of real estate, land use, eminent domain and environmental law in general and New York State activity, in particular;

c. A brief description of various types of projects where the law Firm has acted as counsel to a public agency in negotiations, transactions, administrative proceedings, litigation or other matters involving real estate (including acquisition, leasing, eminent domain, and condominium practice), CEQR, SEQRA, New York City ULURP proceedings, environmental and other related matters, indicating those areas in which the Firm has special expertise;

d. A brief description of any unique, complex or challenging real estate or environmental issues involving a public agency addressed by the Firm that may be of benefit to CUCF;

e. A description of the real estate, environmental practice, and litigation departments of the Firm, the members or partners, associates and paralegals in each area and years of experience, and resumes of the members and partners and associates who would be assigned to work on real estate and environmental matters for the CUCF;

f. Identification of public agencies represented by the Firm as real estate or environmental counsel in the past five years; and

g. Any other information that the Firm feels would make it’s representation in real estate or environmental matters superior to that of other firms.


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ATTACHMENT 3

FORM OF ENGAGEMENT LETTER Attention: Re: Engagement Letter Dear: This letter confirms that _____________________, whose principal place of business is ___________ (the “Firm”), has been selected to serve on the [Name of Panel] for a term commencing on _____ and ending on ______. This Agreement may be extended for two additional six-month periods at the option of the City University Construction Fund (“CUCF”) and the Firm. The provisions of CUCF’s Request for Proposal for Legal Services Requirements Contract, dated ______, 2011 (“RFP”) and the Firm’s response to the RFP are incorporated herein by reference except to the extent that this Engagement Letter is inconsistent therewith. As a firm serving on the [Name of Panel], the Firm, as requested by CUCF, may provide some or all of the following legal services to CUCF: [Insert Required Services from Attachment “1” or “2” as applicable].

In some instances, the Firm may be asked to execute a Supplemental Engagement Letter for specific matters or transactions to which the Firm is assigned. This Supplemental Engagement Letter will: (i) confirm the specific matter or transaction to which the Firm is assigned; (ii) the specific fee arrangements applicable to the transaction or matter; and (iii) set forth an estimated fee that the Firm will not be permitted to exceed unless unusual circumstances are encountered and the Firm notifies CUCF prior to exceeding the estimate and it provides CUCF with an acceptable explanation as to why the original estimate needs to be increased. For some matters or transactions, the Supplemental Engagement Letter will be subject to the approval of the borrower or client that is obligated to pay the costs Firm. The principal lawyers to be assigned to this engagement are as follows: [Insert Name of Attorneys]. Other attorneys may also work on this engagement if they are approved by CUCF. The Firm’s charges for the above services will be provided at the following hourly rates:

Title Rate Partners $_____

Counsel/Associates (with _____ or more years experience) $_____ Counsel/Associates

(with less than ____years experience) $_____ Paraprofessionals $______

Notwithstanding the above hourly rates, the Firm and CUCF may, in writing, agree to alternative fee arrangements for one or more specific matters including a blended rate or a fixed fee for the specific transaction or matter.


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RFP-25

Regardless of the fee arrangement applicable to any specific matter, each bill submitted by the Firm to CUCF shall contain the following information: 1) the name of each individual providing the service for which payment is sought; 2) the title of that person and, for counsel or associates, whether the individual has ____ or more years of experience; 3) a description of the service provided; 4) if the services are being billed on an hourly rate, the rate change for this service; 5) the time spent performing the service; 6) the regular billing rate for that individual; and 7) the total fees charged for services performed by minority and woman attorneys. In those instances where the Firm is providing services pursuant to a a co-counsel, joint venture or other partnering arrangement, the foregoing information shall be provided by each firm providing legal services to CUCF.

CUCF agrees that the above fees do not include allowable charges and disbursements that will be billed in addition to the Firm’s legal services. These charges and disbursements include long distance telephone charges, facsimile charges, postage, copying and printing costs, preparation of electronic transcripts, delivery charges, filing fees, meals and approved travel expenses. Charges and disbursements will be billed at their actual cost to the Firm. Each bill submitted by the firm shall itemize each disbursement for which reimbursement is sought and where appropriate, shall include supporting documentation. CUCF will not pay for travel (including but not limited to, transportation costs or overnight accommodations) to places where the Firm has an office or for word processing during regular hours.

As is appropriate in any professional relationship, CUCF may terminate this Engagement Letter at any

time. Similarly, the Firm retains the right to terminate this engagement, subject to the applicable rules of professional conduct. In the event that CUCF terminates the Firm’s representation, CUCF agrees to pay the appropriate charges for services rendered covering the period prior to termination. Following any termination, any confidential or otherwise non-public information pertaining to CUCF that CUCF supplied to the Firm, or which the Firm has otherwise obtained possession of, shall be kept confidential in accordance with the applicable rules of professional conduct and shall be promptly returned to CUCF.

The laws of the State of New York shall govern the interpretation of this Engagement Letter, including all rules or codes of ethics that apply to the provision of services and Part 137 of the Rules of the Chief Administrator of the Court that applies to the resolution of certain fee disputes. In addition, the Firm acknowledges that it has read Chapter 1 of the Laws of 2005, as amended, regarding procurement lobbying and that the certifications provided to CUCF in connection with this engagement, including Certification regarding the Commission on Public Integrity and Compliance with the Code of Business Ethics, are complete, true and accurate and will be updated to reflect any change in information.

CUCF acknowledges that the Firm also represents clients other than CUCF (“Firm Clients”) and from

time to time, the Firm may be asked to represent either: 1) CUCF in a matter in which one or more of the Firm’s Clients is involved but where such Firm Client is represented by counsel other than the Firm; or 2) a Firm Client in a transaction in which CUCF is involved but where CUCF is represented by other counsel. Please be informed that CUCF has no objection to such representation subject to the following conditions: 1) the Firm has determined in a writing provided to CUCF that such representation is consistent with the requirements of DR5-105 of the New York Code of Professional Responsibility; 2) the Firm notifies CUCF in writing of each instance in which it is relying on this provision and whether it has also obtained the consent of the Firm Client; and 3) the Firm agrees that it will not represent a Firm Client against CUCF or The City University of New York or CUCF against a Firm Client in connection with any litigation.

The Firm acknowledges that at the direction of CUCF, the Firm may be required to work with other law

firms empanelled by CUCF including minority and women-owned business enterprise firms, on specific matters or transactions. The specific tasks and duties to be performed by each firm, together with the fees to be charged for their respective services, shall be determined by CUCF and the firms in advance of the commencement of work.


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RFP-26

CUCF periodically or upon completion of assignment will review the quality and cost-effectiveness of

the services provided by the Firm. This review shall include consideration of the Firm’s adherence to the representations made regarding diversity practices as well as the actual percentage of work performed by women and minority professionals assigned to CUCF’s engagement. The Firm therefore acknowledges that that a Firm may be removed from a panel prior to the expiration of of the term of this Engagement Letter. CUCF similarly acknowledges that the Firm, consistent with its obligations under the New York Code of Professional Responsibility, may resign from the panel prior to such term. Please acknowledge the terms of this agreement by signing and returning this letter to me by ________, 2010. We look forward to working with you. Very truly yours, Attachments Agreed to and accepted for: [The Firm] By: ______________________________ Dated: ____________________________


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RFP-27

ATTACHMENT 4

Legal Services Project No. CITYW-CUCF-03-11

SUBMISSION COVER SHEET

________________________________________________________________________________________

PLEASE CHECK ALL ITEMS BELOW TO CONFIRM THEY ARE CONTAINED IN YOUR SUBMISSION.

Cover Letter

Technical Narrative

Completed NYS Procurement Lobbying Forms (Appendix B)

Fee Proposal (in a separate, sealed envelope labeled Fee Proposal)

Additional Information

________________________________________________________________________________________

FILL IN TABLE BELOW:

CONTACT INFORMATION

Company Name

First Name

Last Name Phone Fax Email Address City State Zip


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RFP-28

APPENDIX A

STANDARD CLAUSES FOR NEW YORK STATE CONTRACTS


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RFP-29

TABLE OF CONTENTS

Page

1. Executory Clause 3

2. Non-Assignment Clause 3

3. Comptroller’s Approval 3

4. Workers’ Compensation Benefits 3

5. Non-Discrimination Requirements 3

6. Wage and Hours Provisions 4

7. Non-Collusive Bidding Certification 4

8. International Boycott Prohibition 4

9. Set-Off Rights 4

10. Records 4

11. Identifying Information and Privacy Notification 5

12. Equal Employment Opportunities For Minorities and Women 5

13. Conflicting Terms 6

14. Governing Law 6

15. Late Payment 6

16. No Arbitration 6

17. Service of Process 6

18. Prohibition on Purchase of Tropical Hardwoods 6

19. MacBride Fair Employment Principles 6

20. Omnibus Procurement Act of 1992 6

21. Reciprocity and Sanctions Provisions 7

22. Compliance with New York State Information Security Breach and Notification Act 7

23. Compliance with Consultant Disclosure Law 7

24. Procurement Lobbying 7

25. Certification of Registration to Collect Sales and Compensating Use Tax by Certain 8

State Contractors, Affiliates and Subcontractors


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STANDARD CLAUSES FOR NYS CONTRACTS

The parties to the attached contract, license, lease,

amendment or other agreement of any kind (hereinafter,

"the contract" or "this contract") agree to be bound by

the following clauses which are hereby made a part of

the contract (the word "Contractor" herein refers to any

party other than the State, whether a contractor, licenser,

licensee, lessor, lessee or any other party):

1. EXECUTORY CLAUSE. In accordance with

Section 41 of the State Finance Law, the State shall have

no liability under this contract to the Contractor or to

anyone else beyond funds appropriated and available for

this contract.

2. NON-ASSIGNMENT CLAUSE. In accordance

with Section 138 of the State Finance Law, this contract

may not be assigned by the Contractor or its right, title

or interest therein assigned, transferred, conveyed, sublet

or otherwise disposed of without the State’s previous

written consent, and attempts to do so are null and void.

Notwithstanding the foregoing, such prior written

consent of an assignment of a contract let pursuant to

Article XI of the State Finance Law may be waived at

the discretion of the contracting agency and with the

concurrence of the State Comptroller where the original

contract was subject to the State Comptroller’s approval,

where the assignment is due to a reorganization, merger

or consolidation of the Contractor’s business entity or

enterprise. The State retains its right to approve an

assignment and to require that any Contractor

demonstrate its responsibility to do business with the

State. The Contractor may, however, assign its right to

receive payments without the State’s prior written

consent unless this contract concerns Certificates of

Participation pursuant to Article 5-A of the State Finance

Law.

3. COMPTROLLER'S APPROVAL. In accordance

with Section 112 of the State Finance Law (or, if this

contract is with the State University or City University

of New York, Section 355 or Section 6218 of the

Education Law), if this contract exceeds $50,000 (or the

minimum thresholds agreed to by the Office of the State

Comptroller for certain S.U.N.Y. and C.U.N.Y.

contracts), or if this is an amendment for any amount to

a contract which, as so amended, exceeds said statutory

amount, or if, by this contract, the State agrees to give

something other than money when the value or

reasonably estimated value of such consideration

exceeds $10,000, it shall not be valid, effective or

binding upon the State until it has been approved by the

State Comptroller and filed in his office. Comptroller's

approval of contracts let by the Office of General

Services is required when such contracts exceed $85,000

(State Finance Law Section 163.6.a).

4. WORKERS' COMPENSATION BENEFITS. In

accordance with Section 142 of the State Finance Law,

this contract shall be void and of no force and effect

unless the Contractor shall provide and maintain

coverage during the life of this contract for the benefit of

such employees as are required to be covered by the

provisions of the Workers' Compensation Law.

5. NON-DISCRIMINATION REQUIREMENTS. To the extent required by Article 15 of the Executive

Law (also known as the Human Rights Law) and all

other State and Federal statutory and constitutional non-

discrimination provisions, the Contractor will not

discriminate against any employee or applicant for

employment because of race, creed, color, sex, national

origin, sexual orientation, age, disability, genetic

predisposition or carrier status, or marital status.

Furthermore, in accordance with Section 220-e of the

Labor Law, if this is a contract for the construction,

alteration or repair of any public building or public work

or for the manufacture, sale or distribution of materials,

equipment or supplies, and to the extent that this contract

shall be performed within the State of New York,

Contractor agrees that neither it nor its subcontractors

shall, by reason of race, creed, color, disability, sex, or

national origin: (a) discriminate in hiring against any

New York State citizen who is qualified and available to

perform the work; or (b) discriminate against or

intimidate any employee hired for the performance of

work under this contract. If this is a building service

contract as defined in Section 230 of the Labor Law,

then, in accordance with Section 239 thereof, Contractor

agrees that neither it nor its subcontractors shall by

reason of race, creed, color, national origin, age, sex or

disability: (a) discriminate in hiring against any New

York State citizen who is qualified and available to

perform the work; or (b) discriminate against or

intimidate any employee hired for the performance of

work under this contract. Contractor is subject to fines

of $50.00 per person per day for any violation of Section


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RFP-31

220-e or Section 239 as well as possible termination of

this contract and forfeiture of all moneys due hereunder

for a second or subsequent violation.

6. WAGE AND HOURS PROVISIONS. If this is a

public work contract covered by Article 8 of the Labor

Law or a building service contract covered by Article 9

thereof, neither Contractor's employees nor the

employees of its subcontractors may be required or

permitted to work more than the number of hours or

days stated in said statutes, except as otherwise provided

in the Labor Law and as set forth in prevailing wage and

supplement schedules issued by the State Labor

Department. Furthermore, Contractor and its

subcontractors must pay at least the prevailing wage rate

and pay or provide the prevailing supplements, including

the premium rates for overtime pay, as determined by

the State Labor Department in accordance with the

Labor Law. Additionally, effective April 28, 2008, if

this is a public work contract covered by Article 8 of the

Labor Law, the Contractor understands and agrees that

the filing of payrolls in a manner consistent with

Subdivision 3-a of Section 220 of the Labor Law shall

be a condition precedent to payment by the State of any

State approved sums due and owing for work done upon

the project.

7. NON-COLLUSIVE BIDDING CERTIFICATION. In accordance with Section 139-d of the State Finance

Law, if this contract was awarded based upon the

submission of bids, Contractor affirms, under penalty of

perjury, that its bid was arrived at independently and

without collusion aimed at restricting competition.

Contractor further affirms that, at the time Contractor

submitted its bid, an authorized and responsible person

executed and delivered to the State a non-collusive

bidding certification on Contractor's behalf.

8. INTERNATIONAL BOYCOTT PROHIBITION.

In accordance with Section 220-f of the Labor Law and

Section 139-h of the State Finance Law, if this contract

exceeds $5,000, the Contractor agrees, as a material

condition of the contract, that neither the Contractor nor

any substantially owned or affiliated person, firm,

partnership or corporation has participated, is participa-

ting, or shall participate in an international boycott in

violation of the federal Export Administration Act of

1979 (50 USC App. Sections 2401 et seq.) or regulations

thereunder. If such Contractor, or any of the aforesaid

affiliates of Contractor, is convicted or is otherwise

found to have violated said laws or regulations upon the

final determination of the United States Commerce

Department or any other appropriate agency of the

United States subsequent to the contract's execution,

such contract, amendment or modification thereto shall

be rendered forfeit and void. The Contractor shall so

notify the State Comptroller within five (5) business

days of such conviction, determination or disposition of

appeal (2NYCRR 105.4).

9. SET-OFF RIGHTS. The State shall have all of its

common law, equitable and statutory rights of set-off.

These rights shall include, but not be limited to, the

State's option to withhold for the purposes of set-off any

moneys due to the Contractor under this contract up to

any amounts due and owing to the State with regard to

this contract, any other contract with any State

department or agency, including any contract for a term

commencing prior to the term of this contract, plus any

amounts due and owing to the State for any other reason

including, without limitation, tax delinquencies, fee

delinquencies or monetary penalties relative thereto.

The State shall exercise its set-off rights in accordance

with normal State practices including, in cases of set-off

pursuant to an audit, the finalization of such audit by the

State agency, its representatives, or the State

Comptroller.

10. RECORDS. The Contractor shall establish and

maintain complete and accurate books, records,

documents, accounts and other evidence directly pertinent

to performance under this contract (hereinafter,

collectively, "the Records"). The Records must be kept for

the balance of the calendar year in which they were made

and for six (6) additional years thereafter. The State

Comptroller, the Attorney General and any other person or

entity authorized to conduct an examination, as well as the

agency or agencies involved in this contract, shall have

access to the Records during normal business hours at an

office of the Contractor within the State of New York or, if

no such office is available, at a mutually agreeable and

reasonable venue within the State, for the term specified

above for the purposes of inspection, auditing and copying.

The State shall take reasonable steps to protect from public

disclosure any of the Records which are exempt from

disclosure under Section 87 of the Public Officers Law

(the "Statute") provided that: (i) the Contractor shall

timely inform an appropriate State official, in writing, that

said records should not be disclosed; and (ii) said records

shall be sufficiently identified; and (iii) designation of said


________________________________________________________________________________________

RFP-32

records as exempt under the Statute is reasonable. Nothing

contained herein shall diminish, or in any way adversely

affect, the State's right to discovery in any pending or

future litigation.

11. IDENTIFYING INFORMATION AND

PRIVACY NOTIFICATION. (a) FEDERAL

EMPLOYER IDENTIFICATION NUMBER and/or

FEDERAL SOCIAL SECURITY NUMBER. All

invoices or New York State standard vouchers

submitted for payment for the sale of goods or services

or the lease of real or personal property to a New York

State agency must include the payee's identification

number, i.e., the seller's or lessor's identification

number. The number is either the payee's Federal

employer identification number or Federal social

security number, or both such numbers when the payee

has both such numbers. Failure to include this number

or numbers may delay payment. Where the payee does

not have such number or numbers, the payee, on its

invoice or New York State standard voucher, must give

the reason or reasons why the payee does not have such

number or numbers.

(b) PRIVACY NOTIFICATION. (1) The authority to

request the above personal information from a seller of

goods or services or a lessor of real or personal property,

and the authority to maintain such information, is found

in Section 5 of the State Tax Law. Disclosure of this

information by the seller or lessor to the State is

mandatory. The principal purpose for which the

information is collected is to enable the State to identify

individuals, businesses and others who have been

delinquent in filing tax returns or may have understated

their tax liabilities and to generally identify persons

affected by the taxes administered by the Commissioner

of Taxation and Finance. The information will be used

for tax administration purposes and for any other

purpose authorized by law. (2) The personal

information is requested by the purchasing unit of the

agency contracting to purchase the goods or services or

lease the real or personal property covered by this

contract or lease. The information is maintained in New

York State's Central Accounting System by the Director

of Accounting Operations, Office of the State

Comptroller, 110 State Street, Albany, New York 12236.

12. EQUAL EMPLOYMENT OPPORTUNITIES

FOR MINORITIES AND WOMEN. In accordance

with Section 312 of the Executive Law and 5 NYCRR

143, if this contract is: (i) a written agreement or

purchase order instrument, providing for a total

expenditure in excess of $25,000.00, whereby a

contracting agency is committed to expend or does

expend funds in return for labor, services, supplies,

equipment, materials or any combination of the

foregoing, to be performed for, or rendered or furnished

to the contracting agency; or (ii) a written agreement in

excess of $100,000.00 whereby a contracting agency is

committed to expend or does expend funds for the

acquisition, construction, demolition, replacement, major

repair or renovation of real property and improvements

thereon; or (iii) a written agreement in excess of

$100,000.00 whereby the owner of a State assisted

housing project is committed to expend or does expend

funds for the acquisition, construction, demolition,

replacement, major repair or renovation of real property

and improvements thereon for such project, then the

following shall apply and by signing this agreement the

Contractor certifies and affirms that it is Contractor’s

equal employment opportunity policy that:

(a) The Contractor will not discriminate against

employees or applicants for employment because of

race, creed, color, national origin, sex, age, disability or

marital status, shall make and document its

conscientious and active efforts to employ and utilize

minority group members and women in its work force

on State contracts and will undertake or continue

existing programs of affirmative action to ensure that

minority group members and women are afforded equal

employment opportunities without discrimination.

Affirmative action shall mean recruitment, employment,

job assignment, promotion, upgradings, demotion,

transfer, layoff, or termination and rates of pay or other

forms of compensation;

(b) at the request of the contracting agency, the

Contractor shall request each employment agency, labor

union, or authorized representative of workers with

which it has a collective bargaining or other agreement

or understanding, to furnish a written statement that such

employment agency, labor union or representative will

not discriminate on the basis of race, creed, color,

national origin, sex, age, disability or marital status and

that such union or representative will affirmatively

cooperate in the implementation of the Contractor's

obligations herein; and


________________________________________________________________________________________

RFP-33

(c) the Contractor shall state, in all solicitations or

advertisements for employees, that, in the performance

of the State contract, all qualified applicants will be

afforded equal employment opportunities without

discrimination because of race, creed, color, national

origin, sex, age, disability or marital status.

Contractor will include the provisions of "a", "b", and

"c" above, in every subcontract over $25,000.00 for the

construction, demolition, replacement, major repair,

renovation, planning or design of real property and

improvements thereon (the "Work") except where the

Work is for the beneficial use of the Contractor. Section

312 does not apply to: (i) work, goods or services

unrelated to this contract; or (ii) employment outside

New York State. The State shall consider compliance by

a contractor or subcontractor with the requirements of

any federal law concerning equal employment

opportunity which effectuates the purpose of this

section. The contracting agency shall determine whether

the imposition of the requirements of the provisions

hereof duplicate or conflict with any such federal law

and if such duplication or conflict exists, the contracting

agency shall waive the applicability of Section 312 to

the extent of such duplication or conflict. Contractor

will comply with all duly promulgated and lawful rules

and regulations of the Department of Economic

Development’s Division of Minority and Women's

Business Development pertaining hereto.

13. CONFLICTING TERMS. In the event of a

conflict between the terms of the contract (including any

and all attachments thereto and amendments thereof) and

the terms of this Appendix A, the terms of this Appendix

A shall control.

14. GOVERNING LAW. This contract shall be

governed by the laws of the State of New York except

where the Federal supremacy clause requires otherwise.

15. LATE PAYMENT. Timeliness of payment and any

interest to be paid to Contractor for late payment shall be

governed by Article 11-A of the State Finance Law to

the extent required by law.

16. NO ARBITRATION. Disputes involving this

contract, including the breach or alleged breach thereof,

may not be submitted to binding arbitration (except

where statutorily authorized), but must, instead, be heard

in a court of competent jurisdiction of the State of New

York.

17. SERVICE OF PROCESS. In addition to the

methods of service allowed by the State Civil Practice

Law & Rules ("CPLR"), Contractor hereby consents to

service of process upon it by registered or certified mail,

return receipt requested. Service hereunder shall be

complete upon Contractor's actual receipt of process or

upon the State's receipt of the return thereof by the

United States Postal Service as refused or undeliverable.

Contractor must promptly notify the State, in writing, of

each and every change of address to which service of

process can be made. Service by the State to the last

known address shall be sufficient. Contractor will have

thirty (30) calendar days after service hereunder is

complete in which to respond.

18. PROHIBITION ON PURCHASE OF

TROPICAL HARDWOODS. The Contractor certifies

and warrants that all wood products to be used under this

contract award will be in accordance with, but not

limited to, the specifications and provisions of Section

165 of the State Finance Law, (Use of Tropical

Hardwoods) which prohibits purchase and use of

tropical hardwoods, unless specifically exempted, by the

State or any governmental agency or political

subdivision or public benefit corporation. Qualification

for an exemption under this law will be the

responsibility of the contractor to establish to meet with

the approval of the State.

In addition, when any portion of this contract involving

the use of woods, whether supply or installation, is to be

performed by any subcontractor, the prime Contractor

will indicate and certify in the submitted bid proposal

that the subcontractor has been informed and is in

compliance with specifications and provisions regarding

use of tropical hardwoods as detailed in §165 State

Finance Law. Any such use must meet with the approval

of the State; otherwise, the bid may not be considered

responsive. Under bidder certifications, proof of

qualification for exemption will be the responsibility of

the Contractor to meet with the approval of the State.

19. MACBRIDE FAIR EMPLOYMENT

PRINCIPLES. In accordance with the MacBride Fair

Employment Principles (Chapter 807 of the Laws of

1992), the Contractor hereby stipulates that the

Contractor either (a) has no business operations in


________________________________________________________________________________________

RFP-34

Northern Ireland, or (b) shall take lawful steps in good

faith to conduct any business operations in Northern

Ireland in accordance with the MacBride Fair

Employment Principles (as described in Section 165 of

the New York State Finance Law), and shall permit

independent monitoring of compliance with such

principles.

20. OMNIBUS PROCUREMENT ACT OF 1992. It

is the policy of New York State to maximize oppor-

tunities for the participation of New York State business

enterprises, including minority and women-owned

business enterprises as bidders, subcontractors and

suppliers on its procurement contracts.

Information on the availability of New York State

subcontractors and suppliers is available from:

NYS Department of Economic Development

Division for Small Business

30 South Pearl St -- 7th Floor

Albany, New York 12245

Telephone: 518-292-5220

Fax: 518-292-5884

http://www.empire.state.ny.us

A directory of certified minority and women-owned

business enterprises is available from:

NYS Department of Economic Development

Division of Minority and Women's Business

Development

30 South Pearl St -- 2nd Floor

Albany, New York 12245

Telephone: 518-292-5250

Fax: 518-292-5803

http://www.empire.state.ny.us

The Omnibus Procurement Act of 1992 requires that by

signing this bid proposal or contract, as applicable,

Contractors certify that whenever the total bid amount is

greater than $1 million:

(a) The Contractor has made reasonable efforts to

encourage the participation of New York State Business

Enterprises as suppliers and subcontractors, including

certified minority and women-owned business

enterprises, on this project, and has retained the

documentation of these efforts to be provided upon

request to the State;

(b) The Contractor has complied with the Federal Equal

Opportunity Act of 1972 (P.L. 92-261), as amended;

(c) The Contractor agrees to make reasonable efforts to

provide notification to New York State residents of

employment opportunities on this project through listing

any such positions with the Job Service Division of the

New York State Department of Labor, or providing such

notification in such manner as is consistent with existing

collective bargaining contracts or agreements. The

Contractor agrees to document these efforts and to

provide said documentation to the State upon request;

and

(d) The Contractor acknowledges notice that the State

may seek to obtain offset credits from foreign countries

as a result of this contract and agrees to cooperate with

the State in these efforts.

21. RECIPROCITY AND SANCTIONS

PROVISIONS. Bidders are hereby notified that if their

principal place of business is located in a country,

nation, province, state or political subdivision that

penalizes New York State vendors, and if the goods or

services they offer will be substantially produced or

performed outside New York State, the Omnibus

Procurement Act 1994 and 2000 amendments (Chapter

684 and Chapter 383, respectively) require that they be

denied contracts which they would otherwise obtain.

NOTE: As of May 15, 2002, the list of discriminatory

jurisdictions subject to this provision includes the states

of South Carolina, Alaska, West Virginia, Wyoming,

Louisiana and Hawaii. Contact NYS Department of

Economic Development for a current list of jurisdictions

subject to this provision.

22. COMPLIANCE WITH NEW YORK STATE

INFORMATION SECURITY BREACH AND

NOTIFICATION ACT. Contractor shall comply with

the provisions of the New York State Information

Security Breach and Notification Act (General Business

Law Section 899-aa; State Technology Law Section

208).

23. COMPLIANCE WITH CONSULTANT

DISCLOSURE LAW. If this is a contract for

consulting services, defined for purposes of this

requirement to include analysis, evaluation, research,

training, data processing, computer programming,


________________________________________________________________________________________

RFP-35

engineering, environmental, health, and mental health

services, accounting, auditing, paralegal, legal or similar

services, then, in accordance with Section 163 (4-g) of

the State Finance Law (as amended by Chapter 10 of the

Laws of 2006), the Contractor shall timely, accurately

and properly comply with the requirement to submit an

annual employment report for the contract to the agency

that awarded the contract, the Department of Civil

Service and the State Comptroller.

24. PROCUREMENT LOBBYING. To the extent

this agreement is a "procurement contract" as defined by

State Finance Law Sections 139-j and 139-k, by signing

this agreement the contractor certifies and affirms that

all disclosures made in accordance with State Finance

Law Sections 139-j and 139-k are complete, true and

accurate. In the event such certification is found to be

intentionally false or intentionally incomplete, the State

may terminate the agreement by providing written

notification to the Contractor in accordance with the

terms of the agreement.

25. CERTIFICATION OF REGISTRATION TO

COLLECT SALES AND COMPENSATING USE

TAX BY CERTAIN STATE CONTRACTORS,

AFFILIATES AND SUBCONTRACTORS.

To the extent this agreement is a contract as defined by

Tax Law Section 5-a, if the contractor fails to make the

certification required by Tax Law Section 5-a or if

during the term of the contract, the Department of

Taxation and Finance or the covered agency, as defined

by Tax Law 5-a, discovers that the certification, made

under penalty of perjury, is false, then such failure to file

or false certification shall be a material breach of this

contract and this contract may be terminated, by

providing written notification to the Contractor in

accordance with the terms of the agreement, if the

covered agency determines that such action is in the best

interest of the State.


RFP-36

APPENDIX B

NYS PROCUREMENT LOBBYING ACT FORMS

CUCF & CUNY are governed by the NYS Procurement Lobbying Act (PLA) set forth in State Finance Law Sections 139-j and 139-k; for guidelines and additional information see: https://www3.ogs.state.ny.us/legal/lobbyinglawfaq/default.asp Forms are available from the New York State Office of General Services:

http://www.ogs.state.ny.us/aboutOgs/regulations/defaultAdvisoryCouncil.html

Submission: Proposers are required to submit Forms 3, 4 and 5 with their Proposal. They are listed under the heading “Model Language and Forms”.

http://www.ogs.state.ny.us/aboutOgs/regulations/defaultAdvisoryCouncil.html


RFP-37

APPENDIX C

NEW YORK STATE VENDOR RESPONSIBILITY QUESTIONNAIRE The NYS Vendor Responsibility Questionnaires and accompanying instructions for completing the Questionnaires are posted on the New York State Office of the State Comptroller website at: http://www.osc.state.ny.us/vendrep/templates.htm. They are listed under the heading “Vendor Responsibility Questionnaires”. Submission: Subsequent to the submission of Proposals, upon notification by CUCF, Proposers are required to submit to CUCF within one week the appropriate Vendor Responsibility Questionnaire and Attachments. Proposers who have previously submitted the appropriate Vendor Responsibility Questionnaire and Attachments may submit either a Proposer-signed update to previously submitted Questionnaire and Attachments or a Statement of No Change, along with a copy of the original Questionnaire and Attachments.

http://www.osc.state.ny.us/vendrep/templates.htm


RFP-38

APPENDIX D

VENDOR DISCLOSURE FORM

Submission: Subsequent to the submission of Proposals, upon notification by CUCF, Proposers are required to complete and submit to CUCF within one week the Vendor Disclosure Form for the Proposer and each proposed sub-consultant. Additional forms may be required at a later time if additional sub-consultants are added to the project. The form is attached.


RFP-39

VENDOR DISCLOSURE FORM

VENDOR INFORMATION

Vendor Name EIN/TIN Date

Vendor Address City State ZIP

DBA DUNS number Address Owned Rented

Phone Website Email

NO YES Does the vendor share office space, staff, equipment or expenses with any other entities?

If “YES”, please list

Business Category

Professional Services

Commercial Services

Construction Manufacturing Distribution Retail Human Services

Not-for-profit

Date Formed State Formed Business Type (Corp., LLC, etc.)

Fax

List with EINS any affiliates and/or entities that control or are controlled by the vendor: controlled by the vendor

Note: All “Yes” answers require a detailed response in a separate attachment.

CONTRACT INFORMATION

Project Name Project Number

Project Number Project Number

Vendor’s Relationship to this Project (check one that applies)

Prime Contractor

Subcontractor to Prime Subcontractor to a Subcontractor

Type of work to be performed Contract Amount ($)

If you are a Subcontractor, please enter the name of the firm that holds your Contract:

PRINCIPAL INFORMATION (Include all principal owners plus officers exercising the most control)

Name DOB Position % Ownership Email




For each principal, list ALL entities in which the principal owns 20% or more of such entity below.

Name Entities

Name Entities

Name Entities

Name Entities


RFP-40

Note: All “Yes” answers require a detailed response in a separate attachment.

GENERAL RESPONSIBILITY QUESTIONS

At any time during the past five (5) years, has the vendor, any affiliate, or any other entity in which the principals/officers of the vendor are/were principals/officers, been subject to the following, whether pending or completed:

NO YES Debarred from entering into any government contract?

NO YES Found non-responsible on any government contract?

NO YES Declared in default and/or terminated for cause?

NO YES Determined to be ineligible to bid or propose on any contract?

NO YES Suspended from bidding or entering into any government contract?

NO YES Received an overall unsatisfactory performance rating from any government agency on any contract?

Are there or have there been any judgments, injunctions or liens, including but not limited to, judgments based on taxes owed, fines and penalties assessed by any government agency against the vendor, any affiliate or any other entity in which the principals/owners of the vendor are/were principals:

NO YES At any time in the past five (5) years?

NO YES That remain open, unsatisfied, or in effect today?

NO YES Have any bankruptcy proceedings been initiated by or against the vendor or its affiliates within the past seven (7) years (whether or not closed) or is any bankruptcy proceeding pending against the vendor or its affiliates regardless of date?

NO YES Is there any litigation pending or threatened, or other existing or pending condition, claim or event that may significantly affect the financial status of the vendor or any affiliate?

In the past five (5) years, has the vendor, any of its principal owners or officers, or any affiliate:

NO YES Had any permit, license, concession, franchise or lease terminated for cause or revoked?

NO YES Been disqualified for cause as a bidder on any permit, license, concession, franchise or lease?

NO YES Received any OSHA citation and Notification of Penalty containing a violation classified as serious or willful?

NO YES Had a government entity find a prevailing wage or supplemental payment violation?

NO YES Had a New York State Labor Law violation deemed willful?

INVESTIGATIONS

NO YES In the past five (5) years, has vendor or any affiliate or any individual currently or within that period serving as a principal owner, officer or managerial employee been investigated by any government agency, including any federal, state and local regulatory or law enforcement agencies?

NO YES

In the past five (5) years, has vendor or any affiliate or any individual currently or within that period serving as a principal owner, officer or managerial employee been subpoenaed before a grand jury, federal, state or city department, commission or agency to testify in an investigation or produce records (including voluntary participation) concerning any transaction or contract with a government entity?

NO YES In the past five (5) years, has vendor or any affiliate or any individual currently or within that period serving as a principal owner, officer or managerial employee, during the course of, or in an action, a proceeding or investigation, been granted immunity from prosecution?

CRIMINAL CHARGES/CONVICTIONS

Has the vendor, any affiliate, or any of their current or former principal owners or officers or managerial employees:

NO YES Been convicted of a misdemeanor and/or found in violation of any administrative, statutory, or regulatory provisions in the past five (5) years?

NO YES Been convicted of a felony in the past ten (10) years?

NO YES Have any felony, misdemeanor and/or administrative charges currently pending?


RFP-41

Sworn to before me this ________ day of ______________________, 20_____. ________________________________________________ Notary Public

Please submit the completed, signed and notarized form by email, as an attachment, to [email protected] and also send the original document to: CUNY Facilities Planning, Construction and Management

Office of Procurement Services

555 West 57th Street, 11

th Floor

New York, NY 10019

CUNY VENDOR DISCLOSURE FORM ATTACHMENT

Use this page to address in detail each “Yes” answer and, where appropriate, attach any relevant

documentation.

CERTIFICATION

A MATERIALLY FALSE STATEMENT WILLFULLY OR FRAUDULENTLY MADE IN CONNECTION WITH THIS DISCLOSURE FORM MAY RESULT IN RENDERING THE VENDOR NON-RESPONSIBLE WITH RESPECT TO THE DISCLOSURE FORM SUBMISSION AND, IN

ADDITION, MAY SUBJECT THE PERSON MAKING THE FALSE STATEMENT TO CRIMINAL CHARGES. THIS FORM IS INTENDED TO BE A WRITTEN INSTRUMENT UNDER ARTICLE 175 OF THE NEW YORK STATE PENAL LAW.

I certify that the information set forth in or attached to this Vendor Disclosure Form is true and correct to the best of my knowledge, information and belief, and I understand that the making of any false statement in this form or any attachment is a class E felony. I further certify that no public, College, or CUNY employee, officer, or person whose salary is payable in whole or in part, directly or indirectly, from the City Treasury or State Treasury is directly or indirectly interested in the subject transaction or in the goods or services to which it relates or in any portion of the profits thereof.

Signature Name Date



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APPENDIX E

M/WBE AND EEO FORMS

Submission: Subsequent to the submission of Proposals, upon notification by CUCF, Proposers are required to complete and submit to CUCF within one week the M/WBE Utilization Plan Form, the Equal Employment Opportunity Staffing Plan Form and the firm’s Equal Employment Opportunity Policy Statement. The forms are attached.

Goals for this Contract CUCF has established the following goals for this contract: MBE Participation – 9 % WBE Participation – 6 % Note: In fulfilling these goals, under New York State MBE/WBE Law and Regulations, Proposers may only use New York State Certified MBEs and WBEs listed in the New York State Directory of Minority and Women-owned Business Enterprises certified pursuant to the Regulations. The Directory may be accessed at: http://www.nylovesmwbe.ny.gov/.

http://www.nylovesmwbe.ny.gov/


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THE CITY UNIVERSITY CONSTRUCTION FUND … CITY UNIVERSITY CONSTRUCTION FUND REQUEST FOR PROPOSALS for ... counsel will select a firm from the panel to provide ... utilize other selection

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