ADMISSIBILITY OF REPRODUCTION OF CONTRACT. Notwithstanding the best evidence rule or any other legal principle or rule of evidence to the contrary, the Contractor acknowledges and agrees that it waives any and all objections to the admissibility into evidence at any court proceeding or to the use at any examination before trial of an electronic reproduction of this contract, in the form approved by the State Comptroller, if such approval was required, regardless of whether the original of said contract is in existence. October 2019 AC 3239-A (Page 1 of 3) APPENDIX B NEW YORK STATE OFFICE OF THE STATE COMPTROLLER CONTRACTOR’S EEO STAFFING PLAN OF ANTICIPATED WORKFORCE INSTRUCTIONS: Contractor ~~further certifies~~ must complete and submit this form as part of the Agreement. Contractor Name: Federal Identification Number: Address: Contract Number: City, State, Zip Code: M/WBE Participation Goals Assigned: MBE % WBE % Does the Contractor have an existing EEO Policy? (Check one): Yes No (if Yes, attach current copy of EEO Policy Statement.) Is the Contractor ESD Certified: (Check one): Yes No (If Yes, provide ESD Certification Number and Expiration Date.) Check box if the information provided below reflects only the workforce to be utilized in the performance of this State Contract that can be separated out from the Contractor’s/Subcontractor’s total workforce. Check box if the information provided below reflects only the workforce to be utilized in the performance of this State Contract that cannot be separated out from the Contractor’s/Subcontractor’s total workforce. Enter in the following Job Categories the total number of staff by race, sex, and ethnic status to be utilized by the Contractor during the performance of this State Contract. JOB CATEGORIES (as defined in the Instructions attached) RACE/ETHNICITY OF ANTICIPATED WORKFORCE (Report employees in only one category as defined in the Instructions attached.) Hispanic or Latino (NOT HISPANIC OR LATINO) Total Columns A – N White Black or African- American Native Hawaiian or Other Pacific Islander Asian American Indian or Alaska Native Two or more races A B C D E F G H I J K L M N Male Female Male Female Male Female Male Female Male Female Male Female Male Female Executive/Senior Level Officials and Managers First/Mid-Level Officials and Managers Professionals Technicians Sales Workers Administrative Support Workers Craft Workers Operatives Laborers and Helpers Service Workers TOTAL: Prepared by (signature): Name of Preparer Title of Preparer Date Telephone Number Email Address AC 3239-A (Page 2 of 3) NEW YORK STATE OFFICE OF THE STATE COMPTROLLER CONTRACTOR’S EEO STAFFING PLAN OF ANTICIPATED WORKFORCE Location and Description of Work to be Performed (expand as necessary): AC 3239-A (Page 3 of 3) INSTRUCTIONS FOR COMPLETING CONTRACTOR’S EEO STAFFING PLAN OF ANTICIPATED WORKFORCE FORM RACE AND ETHNIC IDENTIFICATION* For the purpose of completing this form, OSC has adapted the race and ethnic designations used and obtained in accordance with the requirements administered by the Equal Employment Opportunity Commission, which do not denote scientific definitions of anthropological origins. Definitions of the race and ethnicity categories are as follows: Hispanic or Latino A person of Cuban, Mexican, Puerto Rican, South or Central American, or other Spanish culture or origin regardless of race. White A person having origins in any of the original peoples of Europe, the Middle East, or North Africa. Black or African- American A person having origins in any of the black racial groups of Africa. Native Hawaiian or Other Pacific Islander A person having origins in any of the peoples of Hawaii, Guam, Samoa, or other Pacific Islands. Asian A person having origins in any of the original peoples of the Far East, Southeast Asia, or the Indian Subcontinent, including, for example, Cambodia, China, India, Japan, Korea, Malaysia, Pakistan, the Philippine Islands, Thailand, and Vietnam. American Indian or Alaska Native A person having origins in any of the original peoples of North and South America (including Central America), and who maintain tribal affiliation or community attachment Two or More Races All persons who identify with more than one of the above five races. Submission of this form constitutes the Contractor’s acknowledgement and agreement to adhere to the compliance requirements and procedures set forth under this State Contract and OSC’s right to evaluate and determine Contractor/Subcontractor adherence or compliance during the term of said State Contract, pursuant to New York State Executive Law Article 15-A (the “Article”) and the implementing regulations set forth under 5 NYCRR. By submitting this form, the Contractor agrees (i) to provide OSC access to all documentation, records, reports, facilities, etc. which OSC may deem necessary to determine Contractor compliance, and (ii) to be bound by the provisions of §316 regarding possible fines, sanctions, and penalties for violations of the Article. Failure to submit complete and accurate information may result in non-compliance and bid/proposal disqualification. *The Equal Employment Opportunity Commission’s Description of Job Categories and Instructions for assigning employees can be viewed at xxx.xxxx.xxx/xxxxxxxxx/xxx0xxxxxx/0000xxxxxxxxxxxx.xxx. AC 3239-B (Page 1 of 3) NEW YORK STATE OFFICE OF THE STATE COMPTROLLER CONTRACTOR’S/SUBCONTRACTOR’S EEO WORKFORCE UTILIZATION REPORT PART A – INSTRUCTIONS: All Contractors/Subcontractors must complete and submit this form on a semi-annual basis in accordance with terms of Agreement. Contractor/Subcontractor Name: Address: Federal Identification Number: City, State, Zip Code: Contract Number: Does the Contractor have an existing EEO Policy? (Check one): Yes No (if Yes, attach current copy of EEO Policy Statement.) Does the Contractor have an existing Affirmative Action Program? (Check one): Yes No (if Yes, attach description of Affirmative Action Program) Is the Contractor ESD Certified: (Check one): Yes No (If Yes, provide ESD Certification Number and Expiration Date.) Check box if the information provided below reflects only the workforce to be utilized in the performance of this State Contract that can be separated out from the Contractor’s/Subcontractor’s total workforce. Check box if the information provided below reflects only the workforce to be utilized in the performance of this State Contract that cannot be separated out from the Contractor’s/Subcontractor’s total workforce. Enter in the following Job Categories the total number of staff by race, sex, and ethnic status to be utilized by the Bidder during the performance of this State Contract. JOB CATEGORIES (as defined in the Instructions attached) RACE/ETHNICITY OF ANTICIPATED WORKFORCE (Report employees in only one category as defined in the Instructions attached.) Hispanic or Latino (NOT HISPANIC OR LATINO) Total Columns A – N White Black or African- American Native Hawaiian or Other Pacific Islander Asian American Indian or Alaska Native Two or more races A B C D E F G H I J K L M N Male Female Male Female Male Female Male Female Male Female Male Female Male Female Executive/Senior Level Officials and Managers First/Mid-Level Officials and Managers Professionals Technicians Sales Workers Administrative Support Workers Craft Workers Operatives Laborers and Helpers Service Workers TOTAL: PART C – Prepared by (signature): Name of Preparer Title of Preparer Date Telephone Number Email Address AC 3239-B (Page 2 of 3) NEW YORK STATE OFFICE OF THE STATE COMPTROLLER CONTRACTOR’S/SUBCONTRACTOR’S EEO WORKFORCE UTILIZATION REPORT Description of Services or Supplies Provided (expand as necessary): AC 3239-B (Page 3 of 3) INSTRUCTIONS FOR COMPLETING CONTRACTOR’S/SUBCONTRACTOR’S EEO WORKFORCE UTILIZATION REPORT FORM RACE AND ETHNIC IDENTIFICATION* For the purpose of completing this form, OSC has adapted the race and ethnic designations used and obtained in accordance with the requirements administered by the Equal Employment Opportunity Commission, which do not denote scientific definitions of anthropological origins. Definitions of the race and ethnicity categories are as follows: Hispanic or Latino A person of Cuban, Mexican, Puerto Rican, South or Central American, or other Spanish culture or origin regardless of race. White A person having origins in any of the original peoples of Europe, the Middle East, or North Africa. Black or African- American A person having origins in any of the black racial groups of Africa. Native Hawaiian or Other Pacific Islander A person having origins in any of the peoples of Hawaii, Guam, Samoa, or other Pacific Islands. Asian A person having origins in any of the original peoples of the Far East, Southeast Asia, or the Indian Subcontinent, including, for example, Cambodia, China, India, Japan, Korea, Malaysia, Pakistan, the Philippine Islands, Thailand, and Vietnam. American Indian or Alaska Native A person having origins in any of the original peoples of North and South America (including Central America), and who maintain tribal affiliation or community attachment Two or More Races All persons who identify with more than one of the above five races. CONTRACTOR’S/SUBCONTRACTOR’S EEO WORKFORCE UTILIZATION REPORT SUBMISSION REQUIREMENTS Please submit completed Form AC 3239-B semi-annually, in accordance with the terms of the State Contract to: New York State Office of the State Comptroller Bureau of Financial Administration, Attn: M/WBE Specialist 000 Xxxxx Xxxxxx, Xxxx 00-0 Xxxxxx, XX 00000 Submission of this form constitutes the Contractor’s/Subcontractor’s acknowledgement and agreement to adhere to the compliance requirements and procedures set forth under this State Contract and OSC’s right to evaluate and determine Contractor/Subcontractor adherence or compliance during the bid and award of said State Contract, pursuant to New York State Executive Law Article 15-A (the “Article”) and the implementing regulations set forth under 5 NYCRR. By submitting this form, the Contractor agrees (i) to provide OSC access to all documentation, records, reports, facilities, etc. which OSC may deem necessary to determine Contractor compliance, and (ii) to be bound by the provisions of §316 regarding possible fines, sanctions, and penalties for violations of the Article. Failure to submit complete and accurate information may result in non-compliance and bid/proposal disqualification. *The Equal Employment Opportunity Commission’s Description of Job Categories and Instructions for assigning employees can be viewed at xxx.xxxx.xxx/xxxxxxxxx/xxx0xxxxxx/0000xxxxxxxxxxxx.xxx. APPENDIX C OSC POLICY STATEMENT ON DISCRIMINATION AND HARASSMENT, INCLUDING SEXUAL HARASSMENT DISCRIMINATION AND HARASSMENT It is the policy of the Office of the State Comptroller (“OSC”) to provide a workplace that is free of discrimination and harassment based on race, color, sex (including sexual orientation, self-identified or perceived sex, gender expression, gender identity and the status of being transgender), creed or religion, age, national origin, disability, marital status, military or veteran status, predisposing genetic characteristics, domestic violence victim status or any other classification protected by state or federal law, rule or regulation or executive order. Discrimination is defined as the failure or refusal to hire, promote, or train an individual or treat that individual equally with respect to compensation, terms, conditions or privileges of employment because of that individual’s membership in any one of the above classes. Harassment based upon a person’s membership in any of the above classes is included within the definition of discrimination. In keeping with its policies, OSC reaffirms that it will not ~~utilize on this Contract any subcontractor that is identified on the Prohibited Entities List. Contractor agrees that should it seek to renew~~ tolerate such discrimination or extend this Contract, it must provide the same certification at the time the Contract is renewed or extended. Contractor also agrees that any proposed Assignee of this Contract will be required to certify harassment in its workplace and that it will take appropriate action to prevent and stop the occurrence of such conduct in its workplace. OSC employees and any third parties who interact with OSC employees in the workplace are expected to avoid any behavior or conduct that could be interpreted as discrimination/harassment based on membership in any of the above classes. Examples of conduct that may constitute harassment based upon membership in one of the above classes include, but are not limited to: • kidding or teasing related to membership in, or characteristic of one of the above classes, such as laughing at or mimicking someone’s physical or mental impairment, foreign accent, etc.; • using ethnic or racial slurs; • conduct that denigrates or shows hostility toward an individual because of protected class status, and that has the purpose or effect of creating an intimidating, hostile or offensive environment; and • telling jokes that belittle a member or members of one of the above classes. SEXUAL HARASSMENT Sexual harassment, a form of discrimination, is defined as unwelcome conduct which is either of a sexual nature, or which is directed at an individual because of that individual’s sex when: • such conduct is made either explicitly or implicitly a term or condition of employment; • submission to or rejection of such conduct is used as the basis for employment decisions affecting an individual’s employment; or • such conduct has the purpose or effect of unreasonably interfering with an individual’s work performance or creating an intimidating, hostile, or offensive work environment, even if the complaining individual is not on the ~~Prohibited Entities List before the contract assignment will be approved by the State. During the term~~ intended target of the ~~Contract, should the state agency receive information that a person (as defined in State Finance Law § 165-a) is in violation~~ sexual harassment. Examples of the above-referenced certifications, the state agency will review such information and offer the person an opportunity to respond. If the person fails to demonstrate that it has ceased its engagement in the investment activity which is in violation of the Act within 90 days after the determination of such violation, then the state agency shall take such action as may be appropriate and provided for by law, rule, or contract, includingsexual harassment include, but are not limited to, ~~imposing sanctions~~sexual innuendo; suggestive comments; sexually-oriented kidding, ~~seeking compliance, recovering damages~~teasing or practical jokes; jokes about gender-specific traits; jokes about sexual orientation, or declaring the Contractor in default. GENERAL SPECIFICATIONS APPENDIX B APPENDIX B GENERAL SPECIFICATIONS TABLE OF CONTENTS GENERAL PAGE 1. Ethics Compliance 1 2. Definitions 1 BID SUBMISSION 3. International Bidding 3 4. Bid Opening 3 5. Late Bids 3 6. Confidential/Trade Secret Materials 3 7. Prevailing Wage Rates - Public Works and Building Services Contracts 3 8. Taxes 4 9. Expenses Prior to Contract Execution 4 10. Product References 4 11. Remanufacturedperceived masculinity or femininity of individuals; foul or obscene language or gestures; display of foul, ~~Recycled~~obscene or sexually suggestive printed or visual material; physical conduct such as touching or patting; sexually-oriented email or phone mail messages; suggestive or obscene letters, ~~Recyclable~~notes, or ~~Recovered Materials 4 12~~invitations; inappropriate discussions of a person’s physical appearance; or unwelcome gifts and attention. ~~Products Manufactured~~ A perpetrator of harassment can be a superior, subordinate, co-worker or anyone in ~~Public Institutions 4 13~~the workplace, including an independent contractor, contract worker, vendor, client, customer or visitor. Pricing 4 14. Site Inspection 5 15. Purchasing Card 5 BID EVALUATION 16. Bid Evaluation 5 17. Tie Bids 5 18. Quantity Changes Prior to Award 5 19. Timeframe for Offers 5 20. Debriefings 5 21. Contract Publicity 5 TERMS & CONDITIONS 22. Contract Creation/Execution 6 23. Contract Term – Extension 6 24. Official Use Only/No Personal Use 6 25. Participation in Centralized Contracts 6 26. Modification of Contract Terms 6 27. Scope Changes 6 28. Estimated/Specific Quantity Contracts 6 29. Emergency Contracts 6 30. Purchase Orders 7 31. Product Delivery 7 32. Weekend and Holiday Deliveries 7 33. Shipping/Receipt of Product 7 TERMS & CONDITIONS (CONT.) PAGE 34. Title and Risk of Loss for Products Other than Technology Products 7 35. Product Substitution 8 36. Rejected Product 8 37. Installation 8 38. Repaired Questions about what behavior constitutes discrimination or ~~Replaced Products~~harassment, ~~Parts~~including sexual harassment, or ~~Components 8 39~~requests for OSC Executive Orders and policies on such matters may be directed to the OSC Division of Diversity Management at (518) 473-1368. ~~Employees~~August 31, Subcontractors and Agents 8 40. Assignment 8 41. Subcontractors and Suppliers 8 42. Suspension of Work 8 43. Termination 9 44. Savings/Force Majeure 9 45. Contract Invoicing 10 46. Default - Authorized User 10 47. Prompt Payments 10 48. Remedies for Breach 10 49. Assignment of Claim 11 50. Toxic Substances 11 51. Independent Contractor 11 52. Security 11 53. Cooperation with Third Parties 11 54. Warranties 11 55. Legal Compliance 12 56. Indemnification 12 57. Indemnification Relating to Infringement 13 58. Limitation of Liability 13 59. Dispute Resolution Procedures 13 To the extent the scope of the Solicitation or Contract includes the sale, development, maintenance, or use of information technology Products such as software, computer components, systems, or networks for the processing, and distribution, or storage, or storage of data, the following clauses shall govern, as applicable. 60. Software License Grant 14 61. Product Acceptance 15 62. Audit of Licensed Product Usage 16 63. No Hardstop or Passive License Monitoring 16 64. Ownership/Title to Project Deliverables 16 65. Proof of License 17 66. Changes to Product or Service Offerings 17 APRIL 20162021 APPENDIX D